Common use of Labor Relations; Compliance Clause in Contracts

Labor Relations; Compliance. Since July 1, 1994 the Company has not been or is a party to any collective bargaining or other labor Contract. Since July 1, 1994, there has not been, there is not presently pending or existing, and there is not Threatened: (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; (b) any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their premises; or (c) any application for certification of a collective bargaining agent. No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1December 31, 1994 the 2005, no Acquired Company has not been or is a party to any collective bargaining or other labor Contract. Since July 1December 31, 19942005, there has not been, there is not presently pending or existing, and to Sellers’ Knowledge there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding against or affecting the any Acquired Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company Acquired Companies or their premises; , or (c) any application for certification of a collective bargaining agent. To Sellers’ Knowledge No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the any Acquired Company, and no such action is contemplated by the any Acquired Company. The Each Acquired Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The No Acquired Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1, 1994 the The Company has not been or is not a party to any collective bargaining or other labor Contractcontract. Since July 1December 31, 19941998, there has not been, there is not presently pending or existing, and to Seller's Knowledge there is not Threatened: threatened, (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding proceeding against or affecting the Company relating to the alleged violation of any Legal Requirement requirement of law pertaining to labor relations or employment matters, including any charge or complaint filed by an any employee or union with the National Labor Relations Board, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational organization activity, or other labor or employment dispute against or affecting any of the Company or their premises; , or (c) any application for certification of a collective bargaining agent. No To Seller's Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The Company has complied in all respects with all Legal Requirements requirements of law relating to employment, equal employment opportunity, nondiscriminationnon-discrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however however, designated, for failure to comply with any of for the foregoing Legal Requirementsrequirements of law.

Labor Relations; Compliance. Since July 1December 31, 1994 the 1994, no Acquired Company has not been or is a party to any collective bargaining or other labor Contract. Since July 1, 1994that date, there has not been, there is not presently pending or existing, and there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding Action against or affecting the any Acquired Company relating to the alleged violation of any Legal Requirement Law pertaining to labor relations or employment matters, including any charge or complaint filed by an employee or union with the National Labor Relations Board, the Equal Employment Opportunity Commission, or any comparable Governmental BodyEntity, organizational activity, or other labor or employment dispute against or affecting any of the Acquired Company or their its premises; , or (c) any application for certification of a collective bargaining agent. No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the any Acquired Company, and no Acquired Company contemplates such action is contemplated by the Companyan action. The Each Acquired Company has complied in all respects with all Legal Requirements Laws relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The No Acquired Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal RequirementsLaws.

Labor Relations; Compliance. Since July January 1, 1994 2001, the Company has not been or is a party to any collective bargaining or other labor Contract. Since July January 1, 19942001, there has not been, there is not presently pending or existing, and to Seller’s Knowledge there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their premises; the Facility, or (c) any application for certification of a collective bargaining agent. No To Seller’s Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Companycontemplated. The Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1December 31, 1994 the 1992, Company has not --------------------------- been or nor is a party to any collective bargaining or other labor Contract. Since July 1December 31, 19941992, there has not been, there is not presently pending or existing, and to Sellers' Knowledge there is not Threatened: (a) any : A. Any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process; (b) any ; B. Any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their premises; or (c) any or C. Any application for certification of a collective bargaining agent. No event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, health and plant closing. The Company is not liable for the payment of any compensation, damagesDamages, taxes, fines, penalties, or other amounts, however however, designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1December 31, 1994 1994, the Company Corporation and any Subsidiary has not been or and is not a party to any collective bargaining or other labor Contract. Since July 1December 31, 1994, there has not been, there is not presently pending or existing, and there is not Threatened: threatened, (a) any strike, slowdown, picketing, picketing or work stoppage, or employee grievance process; (b) any Proceeding proceeding against or affecting the Company Corporation or any Subsidiary relating to the alleged violation of any Legal Requirement 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, the Equal Employment Opportunity Commission, or any comparable Governmental BodyAuthority, organizational activity, or other labor or employment dispute against or affecting the Corporation or any of the Company Subsidiary or their respective premises; , or (c) any application for certification of a collective bargaining agent. No event has occurred or circumstance exists that could is likely to provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the CompanyCorporation or any Subsidiary, and no such action is contemplated by the CompanyCorporation or any Subsidiary. The Company To the Knowledge of the Corporation, the Corporation and any Subsidiary has complied in all respects with all Legal Requirements legal requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, and occupational safety and health. To the Knowledge of the Corporation, and plant closing. The Company neither the Corporation nor any Subsidiary is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirementslegal requirements.

Labor Relations; Compliance. Since July 1February 28, 1994 1997, the Company Seller has not been or is not a party to any collective bargaining or other labor Contract. Since July 1February 28, 19941997, there has not been, there is not presently pending or existing, and there is not to the Seller's Knowledge, Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding against or affecting the Company Seller's Business relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company Seller or their premises; its Business, or (c) any application for certification of a collective bargaining agent. No To the Seller's Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the CompanySeller, and no such action is contemplated by the CompanySeller. The Company To the Seller's Knowledge, the Seller has complied in all material respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company Seller is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1September 30, 1994 1997, the Company has not been or and is not a party to any collective bargaining or other labor Contract. Since July 1September 30, 19941997, there has not been, there is not presently pending or existing, and to Sellers' and the Company's Knowledge there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their its premises; , or (c) any application for certification of a collective bargaining agent. No To Sellers' and the Company's Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The Company has complied in all material respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July January 1, 1994 1994, the Company has not been or nor is currently a party to any collective bargaining or other labor Contract. Since July January 1, 19941997, there has not been, there is not presently pending or existing, and to the Shareholders' Knowledge, there is not Threatened: , (a) any strike, slowdown, picketing, or work stoppage, or employee grievance process; (b) any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their premises; , or (c) any application for certification of a collective bargaining agent. No To the Shareholders' Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The To Shareholders' Knowledge, the Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The To Shareholders' Knowledge, the Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1, 1994 the The Company has not been or is a party to any collective bargaining or other labor Contract. Since July 1December 31, 19941991, there has not been, there is not presently pending or existing, and there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their its premises; , or (c) any application for certification of a collective bargaining agent. No To the Company's and Shareholders' Knowledge no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1April 30, 1994 1995, the Company has not been or and is not a party to any collective bargaining or other labor Contract. Since July 1April 30, 19941995, there has not been, there is not presently pending or existing, and there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or similar employee grievance process; , (b) except as set forth in Part 3.21 of the Disclosure Letter, any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their its premises; , or (c) any application for certification of a collective bargaining agent. No event has occurred or circumstance exists that could reasonably be expected to provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the any Acquired Company, and no such action is contemplated by the Company. The Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July 1June 30, 1994 the Company 1997, Seller has not been or and is not a party to any collective bargaining or other labor Contract. Since July 1Except as set forth on Schedule 3.20, 1994since June 30, 1997, there has not been, there is not presently pending or existing, and to Seller’s Knowledge there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, or employee grievance process; , (b) any Proceeding against or affecting the Company Network relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their premises; Network, or (c) any application for certification of a collective bargaining agent. No To Seller’s Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor disputedispute by employees of Seller. There is no lockout of any employees by the CompanySeller, and no such action is contemplated by the CompanySeller. The Company Seller has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company Seller is not liable for the payment of any compensation, damages, taxes, fines, penalties, or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.

Labor Relations; Compliance. Since July January 1, 1994 1992, the Company is not and has not been or is a party to any collective bargaining or other labor Contract. Since July January 1, 19941992, there has not been, there is not presently pending or existing, and there is not Threatened: , (a) any strike, slowdown, picketing, work stoppage, stoppage or employee grievance process; , (b) any Proceeding against or affecting the Company relating to the 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, the Equal Employment Opportunity Commission, or any comparable Governmental Body, organizational activity, or other labor or employment dispute against or affecting any of the Company or their premises; , or (c) any application for certification of a collective bargaining agent. No To the Knowledge of Sellers and the Company, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor dispute. There is no lockout of any employees by the Company, and no such action is contemplated by the Company. The Company has complied in all respects with all Legal Requirements relating to employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of social security and similar taxes, occupational safety and health, and plant closing. The Company is not liable for the payment of any compensation, damages, taxes, fines, penalties, penalties or other amounts, however designated, for failure to comply with any of the foregoing Legal Requirements.