Common use of COMPENSATION; EMPLOYMENT AGREEMENTS; ORGANIZED LABOR MATTERS Clause in Contracts

COMPENSATION; EMPLOYMENT AGREEMENTS; ORGANIZED LABOR MATTERS. The Company has delivered to TCI an accurate list (which is set forth on Schedule 5.18) showing all officers, directors and key employees of the Company, listing all employment agreements with such officers, directors and key employees and the rate of compensation (and the portions thereof attributable to salary, bonus and other compensation, respectively) of each of such persons as of (i) the Balance Sheet Date and (ii) the date hereof. The Company has provided to TCI true, complete and correct copies of any employment agreements for persons listed on Schedule 5.18. Since the Balance Sheet Date, there have been no material increases in the compensation payable or any special bonuses to any officer, director, key employee or other employee, except ordinary salary increases implemented and bonuses paid on a basis consistent with past practices. Except as set forth on Schedule 5.18, (i) the Company is not bound by or subject to any arrangement with any labor union, (ii) no employees of the Company are represented by any labor union or covered by any collective bargaining agreement, (iii) to the knowledge of the Stockholders, no campaign to establish such representation is in progress and (iv) there is no pending or, to the knowledge of the Stockholders, threatened labor dispute involving the Company and any group of its employees nor has the Company experienced any labor interruptions over the past three years. The Company believes its relationship with employees to be good.

COMPENSATION; EMPLOYMENT AGREEMENTS; ORGANIZED LABOR MATTERS. The Company COMPANY has delivered to TCI HOLDING an accurate list (which is set forth on Schedule 5.18) showing all officers, directors and key employees of the CompanyCOMPANY, listing all employment agreements with such officers, directors and key employees and the annual rate of compensation (and the portions thereof attributable to salary, bonus and other compensation, respectively) of each of such persons as of (i) for the year ended on the Balance Sheet Date and (ii) for the date hereofensuing fiscal year, if different. The Company COMPANY has provided to TCI HOLDING true, complete and correct copies of any employment agreements for persons listed on Schedule 5.18. Since Except as set forth on Schedule 5.18, since the Balance Sheet Date, there have been no material increases in the compensation payable or any special bonuses to any officer, director, key employee or other employee, except ordinary salary increases implemented and bonuses paid on a basis consistent with past practices. Except as set forth on Schedule 5.18, (i) the Company COMPANY is not bound by or subject to (and none of its respective assets or properties is bound by or subject to) any arrangement with any labor union, (ii) no employees of the Company COMPANY are represented by any labor union or covered by any collective bargaining agreement, (iii) to the knowledge of the StockholdersCOMPANY's knowledge, no campaign to establish such representation is in progress and (iv) there is no pending or, to the knowledge of the StockholdersCOMPANY's knowledge, threatened labor dispute involving the Company COMPANY and any group of its employees nor has the Company COMPANY experienced any labor interruptions over the past three years. The Company COMPANY believes its relationship with employees to be good.

COMPENSATION; EMPLOYMENT AGREEMENTS; ORGANIZED LABOR MATTERS. The Company has delivered to TCI LandCARE an accurate list (which is set forth on Schedule 5.18) showing all officers, directors and key employees of the Company, listing all employment agreements with such officers, directors and key employees and the rate of compensation (and the portions thereof attributable to salary, bonus and other compensation, respectively) of each of such persons as of (i) the Balance Sheet Date and (ii) the date hereof. The Company has provided to TCI LandCARE true, complete and correct copies of any employment agreements for persons listed on Schedule 5.18. Since the Balance Sheet Date, there have been no material increases in the compensation payable or any special bonuses to any officer, director, key employee or other employee, except ordinary salary increases implemented and bonuses paid on a basis consistent with past practices. Except as set forth on Schedule 5.18, (i) the Company is not bound by or subject to any arrangement with any labor union, (ii) no employees of the Company are represented by any labor union or covered by any collective bargaining agreement, (iii) to the knowledge of the Stockholders, no campaign to establish such representation is in progress and (iv) there is no pending or, to the knowledge of the Stockholders, threatened labor dispute involving the Company and any group of its employees nor has the Company experienced any labor interruptions over the past three years. The Company believes its relationship with employees to be good.