Common use of Employee and Labor Matters Clause in Contracts

Employee and Labor Matters. As of the Effective Date, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened (in writing) against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened (in writing) against any Loan Party which that arises out of or under any collective bargaining agreement, in each case that could reasonably be expected to result in a Material Adverse Effect or (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the knowledge of any Loan Party’s knowledge, pending or threatened (in writing) against any Loan Party or (iii) that could reasonably be expected to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Partyresult in a Material Adverse Effect. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which law that remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent that such violations could not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, not reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrower, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a Material Adverse Effect, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party that could reasonably be expected to result in a Material Adverse Effect, or (iii) to the best knowledge of each Loan Partyany Borrower, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan PartyParty that could reasonably be expected to have a Material Adverse Effect. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party Parties have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyParent or its applicable Subsidiary, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party or any Subsidiary thereof before any Governmental Authority governmental authority and no grievance or arbitration proceeding pending or threatened against any of the Loan Party which Parties and their Subsidiaries that arises out of or under any collective bargaining agreement, ; (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any of the Loan Party Parties and their Subsidiaries; or (iiic) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any of the Loan Party Parties and their Subsidiaries and no union organizing activity taking place with respect to any of the employees of any of the Loan PartyParties and their Subsidiaries. No None of the Loan Party or any of its Subsidiaries Parties and their ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which law that remains unpaid or unsatisfied. The hours worked and payments made to employees of any each of the Loan Party Parties and their Subsidiaries have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent any such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any of the Loan Party Parties and their Subsidiaries on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such that Loan PartyParty or that Subsidiary, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect. .

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened (in writing) against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened (in writing) against any Loan Party which that arises out of or under any collective bargaining agreement, in each case that would reasonably be expected to result in a Material Adverse Effect or (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the knowledge of any Loan Party’s knowledge, pending or threatened (in writing) against any Loan Party or (iii) that would reasonably be expected to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Partyresult in a Material Adverse Effect. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which law that remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent that such violations could not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, not reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrowers, threatened against any Secured Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Secured Loan Party which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a material liability, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Secured Loan Party that could reasonably be expected to result in a material liability, or (iii) to the best knowledge of each Loan PartyBorrowers, after due inquiry, no union representation question existing with respect to the employees of any Secured Loan Party and no union organizing activity taking place with respect to any of the employees of any Secured Loan Party. No Secured Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any each Secured Loan Party have has not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse EffectChange. All material payments due from any Secured Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such any Secured Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse EffectChange.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party, in each case, except as would not reasonably be expected to have a Material Adverse Effect. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or material obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party Party, other than employee grievances arising in the ordinary course of business which could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party, in each case, except as would not reasonably be expected to have a Material Adverse Effect. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or material obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of Except as could not reasonably be expected (either individually or in the Effective Dateaggregate) to have a Material Adverse Effect, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) to the knowledge of any Loan Party, no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrower, threatened against any Loan Party or its Subsidiaries before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party or its Subsidiaries which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a material liability, (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party or its Subsidiaries that could reasonably be expected to result in a material liability, or (iiic) to the best knowledge of each Loan Partyany Borrower, after due inquiry, no union representation question existing with respect to the employees of any Loan Party or its Subsidiaries and no union organizing activity taking place with respect to any of the employees of any Loan PartyParty or its Subsidiaries. No None of any Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any each Loan Party and its Subsidiaries have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party or its Subsidiaries on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyBorrowers, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effectmaterial liability.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrower, threatened in writing against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened in writing against any Loan Party which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a Material Adverse Effect, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party that could reasonably be expected to result in a Material Adverse Effect, or (iii) to the best knowledge of each Loan Partyany Borrower, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any the Loan Party Parties have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any the Loan Party Parties on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyPerson, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there (a) There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrower, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a material liability, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party that could reasonably be expected to result in a material liability, or (iii) except as set forth on Schedule 4.24 to the best knowledge of each Loan Partyany Borrower, after due inquiry, as of the Closing Date, no union representation question existing with respect to the employees of any Loan Party or any of its Subsidiaries and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The Except as set forth on Schedule 4.7, the hours worked and payments made to employees of any each Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse EffectChange. All material payments due from any each Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyParty or Subsidiary, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse EffectChange. For clarity and with express limitation, this Section 4.24(a) does not apply to any Canadian Loan Party.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrower, threatened against any Loan Party Parties before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party Parties which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a material liability, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party Parties that could reasonably be expected to result in a material liability, or (iii) to the best knowledge of each Loan Partyany Borrower, after due inquiry, no union representation question existing with respect to the employees of any Loan Party Parties and no union organizing activity taking place with respect to any of the employees of any Loan PartyParties. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party Parties have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyParent, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party, except, as to each of (i), (ii) and (iii) above, as would not reasonably be expected to result in a Material Adverse Change. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse EffectChange. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse EffectChange.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the best knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreementagreement which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the best knowledge of any Loan Party’s knowledge, pending or threatened against any Loan Party or (iiic) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept as could not reasonably be expected to have a Material Adverse Effect, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the best knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the best knowledge of any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in have a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept as set forth on Schedule 4.23, there is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party’s knowledge, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, threatened against any Loan Party and (c) no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Partyof them, which in the case of any event described in the preceding clause (a), (b) or (c) could reasonably be expected to result in a Material Adverse Change. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any each Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations for any violation that could not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse EffectChange. All material payments due from any Loan Party on account of workers compensation, wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept in each case where any such matter could not reasonably be expected to result in a Material Adverse Change, there is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyParties' knowledge, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to any the best knowledge of Loan Party’s knowledgeParties, pending or threatened against any Loan Party or and (iiic) to except for the best knowledge of each Loan Partyexisting unions set forth on Schedule 5.24, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Partyof them. No Neither any Loan Party or nor any ERISA Affiliate of its Subsidiaries any Loan Party has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any each Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of workers compensation, wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened in writing against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened in writing against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party that could reasonably be expected to result in a Material Adverse Effect, or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there (i) There is (iA) no unfair labor practice complaint pending or, to the best knowledge of any each Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreement, (iiB) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the knowledge of any Loan Party’s knowledge, pending or threatened against any the Loan Party or and (iiiC) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of the Parent or any Loan Party of its Subsidiaries and no union organizing activity taking place with respect to any of the employees of any Loan Partyof them. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party, in each case, except as would not reasonably be expected to have a Material Adverse Effect. No Loan - 70 - Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or material obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could would not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could would not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyBorrower, threatened against any Loan Party or its Subsidiaries before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the knowledge of any Borrower, threatened against any Loan Party or its Subsidiaries which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a material liability, or (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party or (iii) its Subsidiaries that could reasonably be expected to the best knowledge of each Loan Party, no union representation question existing with respect to the employees result in a material liability. None of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any each Loan Party and its Subsidiaries have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, requirements except to the extent that such violations could not, individually or in the aggregate, violation would not reasonably be expected to result in a Material Adverse Effectmaterial liability. All material payments due from any Loan Party or its Subsidiaries on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyBorrowers, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effectmaterial liability.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan PartyCompany’s knowledge, threatened against any Loan TiVo Party before any Governmental Authority governmental authority and no grievance or arbitration proceeding pending or or, to the Company’s knowledge, threatened against any Loan TiVo Party which arises out of or under any collective bargaining agreementagreement that singly or in the aggregate could reasonably be expected to have a Material Adverse Effect, (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to any Loan Party’s knowledgethe knowledge of the Company, pending or threatened against any Loan TiVo Party that singly or in the aggregate could reasonably be expected to have a Material Adverse Effect and (iiic) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan TiVo Party and and, to the Company’s knowledge, no union organizing activity taking place with respect to any of the employees of any Loan Partyof them that singly or in the aggregate could reasonably be expected to have a Material Adverse Effect. No Loan Neither any TiVo Party or nor any ERISA Affiliate of its Subsidiaries any TiVo Party has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan each TiVo Party have not been in material violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan TiVo Party on account of workers compensation, wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan TiVo Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the best knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the best knowledge of any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party, except (with respect to any matter specified in clause (i), (ii) or (iii) above, either individually or in the aggregate) such as reasonably could not be expected to have a Material Adverse Effect. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept as could not reasonably be expected to have a Material Adverse Effect, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Except as could not reasonably be expected to have a Material Adverse Effect, no Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations violation could not, individually or in the aggregate, not reasonably be expected to result in have a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where to the extent that the failure to do so pay or accrue such amount could not, individually or in the aggregate, not reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept as set forth on Schedule 6.01(y), there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Credit Party, threatened against any Loan Credit Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Credit Party which arises out of or under any collective bargaining agreement, in each case that could reasonably be expected to result in an Individual Loan Party Material Adverse Effect, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Credit Party or (iii) to the best knowledge of each Loan any Credit Party, no union representation question existing with respect to the employees of any Loan Credit Party and no union organizing activity taking place with respect to any of the employees of any Loan Credit Party. No Loan Credit Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Credit Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Credit Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Credit Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the best knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreementagreement which, individually or in the aggregate, could reasonably be expected to have a Material Adverse Effect, (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the best knowledge of any Loan Party’s knowledge, pending or threatened against any Loan Party or (iiic) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Neither any Loan Party or nor any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept as set forth on Schedule 6.01(z), there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened against any Loan Party Party, other than employee grievances arising in the ordinary course of business which could not reasonably be expected to have, either individually or in the aggregate, a Material Adverse Effect, or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the knowledge of any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party, in each case which could reasonably be expected to have a Material Adverse Effect. No Except as set forth on Schedule 6.01(i), no Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued in accordance with GAAP as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened in writing against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened in writing against any Loan Party which arises out of or under any collective bargaining agreementagreement and that could reasonably be expected to result in a material liability, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance (other than routine employee grievances for which reserves in existence or, to any accordance with GAAP have been established and are being maintained on the books of such Loan Party’s knowledge, ) pending or threatened in writing against any Loan Party that could reasonably be expected to result in a material liability, or (iii) to the best knowledge of each any Loan Party, after due inquiry, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state lawlaw in the United States or under the law of any foreign jurisdiction, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or similar law of any foreign jurisdiction or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse EffectChange. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have result in a Material Adverse EffectChange.

Employee and Labor Matters. As of the Effective DateExcept as could not reasonably be expected to result in a Material Adverse Effect, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened in writing against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or threatened in writing against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence or, to any Loan Party’s knowledge, pending or threatened in writing against any Loan Party or (iii) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfiedunsatisfied and that could reasonably be expected to have a Material Adverse Effect. The hours worked and payments made to employees of any Loan Party have not been in material violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective Date, there There is (ia) no unfair labor practice complaint pending or, to the best knowledge of any Loan Partythe Company, threatened (in writing) against any Loan Party Company Group Member before any Governmental Authority and no grievance or arbitration proceeding pending or threatened (in writing) against any Loan Party which Company Group Member that arises out of or under any collective bargaining agreement, in each case that could reasonably be expected to result in a Material Adverse Effect or (iib) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to any Loan Party’s knowledgethe knowledge of the Company, pending or threatened (in writing) against any Loan Party or (iii) Company Group Member that could reasonably be expected to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Partyresult in a Material Adverse Effect. No Loan Party or any of its Subsidiaries Company Group Member has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which law that remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party Company Group Member have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent that such violations could not, individually or in the aggregate, not reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party Company Group Member on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyPerson, except where the failure to do so could not, individually or in the aggregate, not reasonably be expected to have a Material Adverse Effect.

Employee and Labor Matters. As of the Effective DateExcept as could not reasonably be expected to have a Material Adverse Effect, there is (i) no unfair labor practice complaint pending or, to the best knowledge of any Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the best knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreement, (ii) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the best knowledge of any Loan Party’s knowledge, pending or threatened against any Loan Party or (iii) to the best knowledge of each any Loan Party, no union representation question existing with respect to the employees of any Loan Party and no union organizing activity taking place with respect to any of the employees of any Loan Party. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“"WARN”") or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in have a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan PartyParty other than payments in respect of severance, except where employment or consulting agreements that have been rejected by the failure to do so could not, individually or Loan Parties in the aggregate, reasonably be expected to have a Material Adverse EffectChapter 11 Cases with the approval of the Bankruptcy Court.

Employee and Labor Matters. As of the Effective Date, there (i) There is (iA) no unfair labor practice complaint pending or, to the best knowledge of any each Loan Party, threatened against any Loan Party before any Governmental Authority and no grievance or arbitration proceeding pending or or, to the knowledge of any Loan Party, threatened against any Loan Party which arises out of or under any collective bargaining agreement, (iiB) no strike, labor dispute, slowdown, stoppage or similar action or grievance in existence pending or, to the knowledge of any Loan Party’s knowledge, pending or threatened against any the Loan Party or and (iiiC) to the best knowledge of each Loan Party, no union representation question existing with respect to the employees of the Parent or any Loan Party of its Subsidiaries and no union organizing activity taking place with respect to any of the employees of any Loan Partyof them. No Loan Party or any of its Subsidiaries ERISA Affiliates has incurred any material liability or obligation under the Worker Adjustment and Retraining Notification Act (“WARN”) or similar state law, which remains unpaid or unsatisfied. The hours worked and payments made to employees of any Loan Party have not been in violation of the Fair Labor Standards Act or any other applicable legal requirements, except to the extent such violations could not, individually or in the aggregate, reasonably be expected to result in a Material Adverse Effect. All material payments due from any Loan Party on account of wages and employee health and welfare insurance and other benefits have been paid or accrued as a liability on the books of such Loan Party, except where the failure to do so could not, individually or in the aggregate, reasonably be expected to have a Material Adverse Effect.