Labor Relations and Other Employment Matters. (i) (A) Neither Parent nor any of its subsidiaries is a party to any material collective bargaining agreement or other material contract or agreement with any labor organization, nor is any such contract or agreement, as of the date hereof, being negotiated or contemplated and (B) there is no existing union or, to the Knowledge of Parent, attempt by organized labor to cause Parent or any of its Subsidiaries to recognize any union or collective bargaining representative, and, to the Knowledge of Parent, no organizational effort is, as of the date hereof, being made or threatened on behalf of any labor union with respect to employees of Parent or any of its Subsidiaries, (B) there are currently, and since January 1, 2007 have been, no work stoppages, strikes, slowdowns, warning strikes or other disruptions by employees of Parent or any of its Subsidiaries except for such events that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect, and (C) neither Parent nor any of its Subsidiaries is, or since January 1, 2007 has been, in material violation of any applicable U.S. or foreign labor Laws except for noncompliance that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect. Table of Contents (ii) To the Knowledge of Parent, Parent and its Subsidiaries have, whenever required by Law, duly informed and consulted each works’ council, or similar representative body, or otherwise satisfied any applicable procedural and substantive requirements vis-à-vis any applicable works’ council or similar representative body, in connection with the entering into of this Agreement.
Appears in 1 contract
Samples: Merger Agreement (Affiliated Computer Services Inc)
Labor Relations and Other Employment Matters. (i) (A) Neither Parent nor any of its subsidiaries is a party to any material collective bargaining agreement or other material contract or agreement with any labor organization, nor is any such contract or agreement, as of the date hereof, being negotiated or contemplated and (B) there is no existing union or, to the Knowledge of Parent, attempt by organized labor to cause Parent or any of its Subsidiaries to recognize any union or collective bargaining representative, and, to the Knowledge of Parent, no organizational effort is, as of the date hereof, being made or threatened on behalf of any labor union with respect to employees of Parent or any of its Subsidiaries, (B) there are currently, and since January 1, 2007 have been, no work stoppages, strikes, slowdowns, warning strikes or other disruptions by employees of Parent or any of its Subsidiaries except for such events that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect, and (C) neither Parent nor any of its Subsidiaries is, or since January 1, 2007 has been, in material violation of any applicable U.S. or foreign labor Laws except for noncompliance that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect. Table of Contents .
(ii) To the Knowledge of Parent, Parent and its Subsidiaries have, whenever required by Law, duly informed and consulted each works’ council, or similar representative body, or otherwise satisfied any applicable procedural and substantive requirements vis-à-vis any applicable works’ council or similar representative body, in connection with the entering into of this Agreement.
(iii) Parent and its Subsidiaries have complied in all material respects with material collective bargaining agreements, material works agreements and all Laws pertaining to the engagement or termination of services of employees, officers, directors or consultants, except for noncompliance that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect.
Appears in 1 contract
Samples: Merger Agreement (Xerox Corp)
Labor Relations and Other Employment Matters. (i) (A) Neither Parent the Company nor any of its subsidiaries Subsidiaries is a party to any material collective bargaining agreement or other material contract or agreement with any labor organization, nor is any such contract or agreement, as of the date hereof, being negotiated or contemplated and and, (B) there is no existing union or, to the Knowledge of Parentthe Company, attempt by organized labor to cause Parent the Company or any of its Subsidiaries to recognize any union or collective bargaining representative, and, to the Knowledge of Parentthe Company, no organizational effort is, as of the date hereof, being made or threatened on behalf of any labor union with respect to employees of Parent the Company or any of its Subsidiaries, (BC) there are currently, and since January 1, 2007 have been, no work stoppages, strikes, slowdowns, warning strikes or other disruptions by employees of Parent the Company or any of its Subsidiaries except for such events that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect, and (CD) neither Parent the Company nor any of its Subsidiaries is, or since January 1, 2007 has been, in material violation of any applicable U.S. or foreign labor Laws except for noncompliance that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect. Table of Contents .
(ii) To the Knowledge of Parentthe Company, Parent the Company and its Subsidiaries have, whenever required by Law, duly informed and consulted each works’ council, or similar representative body, or otherwise satisfied any applicable procedural and substantive requirements vis-à-vis any applicable works’ council or similar representative body, in connection with the entering into of this Agreement.
(iii) The Company and its Subsidiaries have complied in all material respects with material collective bargaining agreements, material works agreements and all Laws pertaining to the engagement or termination of services of employees, officers, directors or consultants, except for noncompliance that, individually or in the aggregate, have not had, and would not reasonably be expected to have, a Material Adverse Effect.
Appears in 1 contract
Samples: Merger Agreement (Xerox Corp)
Labor Relations and Other Employment Matters. (i) (A) Neither Parent nor No labor union has been recognized or certified as the representative of any employees of the Company or any of its subsidiaries Subsidiaries for purposes of collective bargaining, and none of the Company or any of its Subsidiaries is a party to any material collective bargaining agreement or other material contract or agreement with any labor organization, nor is organization or other representative of any such contract or agreement, as employee of the date hereof, being negotiated or contemplated and (B) there is no existing union or, to the Knowledge of Parent, attempt by organized labor to cause Parent or any of its Subsidiaries to recognize any union or collective bargaining representative, and, to the Knowledge of Parent, no organizational effort is, as of the date hereof, being made or threatened on behalf of any labor union with respect to employees of Parent Company or any of its Subsidiaries, (B) there are currently, and since January 1, 2007 have been, no work stoppages, strikes, slowdowns, warning strikes or other disruptions nor is any such agreement being negotiated by employees of Parent the Company or any of its Subsidiaries except for such events thatas of the date hereof. To the Company’s Knowledge there is no labor union organizing activity ongoing among the employees of the Company or any of its Subsidiaries. As of the date hereof, individually there are no strikes, work stoppages, material slowdowns, lockouts or similar material labor disputes pending or, to the Company’s Knowledge, threatened in writing against the aggregate, have Company or any of its Subsidiaries. Except as has not had, had and would not reasonably be expected to have, a Parent Material Adverse Effect, and (C) neither Parent nor any of its Subsidiaries is, or since January 1, 2007 has been, in material violation of any applicable U.S. or foreign labor Laws except for noncompliance that, have individually or in the aggregate, have not had, and would not reasonably be expected to have, a Parent Material Adverse Effect. Table , (a) there are no Actions, charges or complaints pending against the Company or any of Contents (ii) To the Knowledge of Parent, Parent and its Subsidiaries havewhich arise out of labor and employment, whenever required by Lawand (b) the Company and each of its Subsidiaries is in material compliance with all applicable Laws relating to employment matters, duly informed including the payment of wages for all time worked, the payment of overtime, the engagement of individuals as contractors, plant closing and consulted each works’ councilmass layoff notice requirements under the Worker Adjustment and Retraining Notification Act and the regulations promulgated thereunder or any similar state or local Law (collectively, or similar representative bodythe “WARN Act”), or otherwise satisfied any applicable procedural and substantive requirements vis-à-vis any applicable works’ council or similar representative bodythe provision of meal, in connection with the entering into of this Agreementrest and other breaks.
Appears in 1 contract
Samples: Merger Agreement (Emc Corp)