Common use of Labor Relations; Compliance Clause in Contracts

Labor Relations; Compliance. Except as set forth on Schedule 5.50, no member of The Xxxx Group of Companies has been nor is it now a party to any collective bargaining or other labor contract. Except as set forth on Schedule 5.50, there has not been, there is not presently pending or existing, and to Holders' Knowledge there is not presently Threatened, Any strike, slowdown, picketing, work stoppage or employee grievance process. Any Proceeding against or affecting any of The Xxxx Group of Companies 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 Xxxx Group of Companies or its premises. Any application for certification of a collective bargaining agent. To Holders' 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 any of The Xxxx Group of Companies, and no such action is contemplated by any of The Xxxx Group of Companies. Each of The Xxxx Group of Companies 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. No member of The Xxxx Group of Companies is 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.

Appears in 1 contract

Samples: Equity Interests Purchase Agreement (Matrix Service Co)

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Labor Relations; Compliance. Except as set forth on Schedule 5.50Since January 1, 2000, no member of The Xxxx Group of Companies Acquired Company has been nor or is it now a party to any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50Since January 1, 2003, there has not been, there is not presently pending or existing, and to HoldersSellers' and Acquired Companies' Knowledge there is not presently Threatened, Any (a) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any , (b) any Proceeding against or affecting any of The Xxxx Group of Companies 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 Xxxx Group of the Acquired Companies or its their premises. Any , or (c) any application for certification of a collective bargaining agent. To HoldersSellers' and Acquired Companies' 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 any of The Xxxx Group of CompaniesAcquired Company, and no such action is contemplated by any of The Xxxx Group of CompaniesAcquired Company. Each of The Xxxx Group of Companies Acquired 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. No member of The Xxxx Group of Companies Acquired Company is 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.

Appears in 1 contract

Samples: Stock Purchase Agreement (Quiksilver Inc)

Labor Relations; Compliance. Except as set forth on Schedule 5.50Since June 30, 1997, no member of The Xxxx Group of Companies Borrower has been nor or is it now a party to any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50Since June 30, 1997, there has not been, there is not presently pending or existing, and to Holders' the Borrowers’ Knowledge there is not presently Threatened, Any (a) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any process affecting any Borrower, (b) any Proceeding against or affecting any of The Xxxx Group of Companies Borrower 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, or any organizational activity, or other any labor or employment dispute against or affecting any of The Xxxx Group of Companies Borrower or its premises. Any any Borrower’s business, or (c) any application for certification of a collective bargaining agentagent affecting any Borrower. To Holders' the Borrowers’ Knowledge, no event has occurred or circumstance exists that could provide the basis for any work stoppage or other labor disputedispute by employees of any Borrower. There is no lockout of any employees by any of The Xxxx Group of CompaniesBorrower, and no such action is contemplated by any of The Xxxx Group of CompaniesBorrower. Each of The Xxxx Group of Companies Borrower 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 closingclosings. No member of The Xxxx Group of Companies Borrower is 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.

Appears in 1 contract

Samples: Share Purchase Agreement (Scripps E W Co /De)

Labor Relations; Compliance. Except as set forth on Schedule 5.50Since January 1, no member 1997, neither Entevo nor any of The Xxxx Group of Companies its Subsidiaries has been nor is it now a party to any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50Since January 1, 1997, there has not been, there is not presently pending or existing, existing and to HoldersEntevo's and each of the Representing Stockholders' Knowledge there is not presently Threatened, Any (a) any strike, slowdown, picketing, work stoppage or employee grievance process. Any , (b) any Proceeding against or affecting any of The Xxxx Group of Companies Entevo or its Subsidiaries 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, Commission or any comparable Governmental Body, organizational activity, activity or other labor or employment dispute against or affecting any of The Xxxx Group of Companies Entevo or its premises. Any premises or (c) any application for certification of a collective bargaining agent. To HoldersEntevo's and each of the Representing Stockholders' 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 any of The Xxxx Group of CompaniesEntevo or its Subsidiaries, and no such action is contemplated by any of The Xxxx Group of CompaniesEntevo or its Subsidiaries. Each of The Xxxx Group of Companies has Entevo and its Subsidiaries have 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. No member of The Xxxx Group of Companies Neither Entevo nor its Subsidiaries is 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.

Appears in 1 contract

Samples: Entevo Merger Agreement (Bindview Development Corp)

Labor Relations; Compliance. Except as set forth on Schedule 5.50in Part 3.21 to the Disclosure Letter, no member of The Xxxx Group of Companies since inception the Company has not been nor or is it now a party to any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50, Since inception there has not been, there is not presently pending or existing, and to HoldersSellers' Knowledge Knowledge, there is not presently Threatened, Any (a) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any , (b) any Proceeding against or affecting any of The Xxxx Group of Companies 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 Xxxx Group of Companies the Company or its premises. Any , or (c) any application for certification of a collective bargaining agent. Local 208, since assumed by Local 5 International Association of Heat and Frost Insulators and Asbestos Workers and Local 882 Laborers International Union of North America is prepared to execute a xxxxxxxxxx xxxxxxxxxx xxxxxxxxx xxxx xxx Xxxxxxx in the form and substance of such agreement previously delivered by Sellers to Buyer . To Holdersthe 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 any of The Xxxx Group of Companiesthe Company, and no such action is contemplated by any of The Xxxx Group of Companiesthe Company. Each of The Xxxx Group of Companies To the Sellers' Knowledge, 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. No member of The Xxxx Group of Companies 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, except for as set forth on the October Balance Sheet, or to be set forth on the Final October Balance Sheet.

Appears in 1 contract

Samples: Stock Purchase Agreement (Oakhill Sportswear Corp /Ny/)

Labor Relations; Compliance. Except as set forth on Schedule 5.50, no member of The Xxxx Group of Companies (a) No Dy 4 Entity has been nor is it now a party to any collective bargaining or other labor contract. Except as set forth on Schedule 5.50, there There has not been, there is not presently pending or existing, and to HoldersSellers' Knowledge or any Dy 4 Entity's knowledge, there is not presently Threatened, Any (i) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any Proceeding , (ii) any Action against or affecting any of The Xxxx Group of Companies a Dy 4 Entity 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 BodyAuthority, organizational activity, or other labor or employment dispute against or affecting any of The Xxxx Group of Companies a Dy 4 Entity or its premises. Any , except as would not result in material liability to the Dy 4 Entities, or (iii) any application for certification of a collective bargaining agent. To Holdersthe Sellers' Knowledgeor any Dy 4 Entity'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 any of The Xxxx Group of Companiesa Dy 4 Entity, and no such action is contemplated by any of The Xxxx Group of Companiesa Dy 4 Entity. Each of The Xxxx Group of Companies Dy 4 Entity has complied in all material respects with all Legal Requirements Laws relating to employment, employment practices, terms and conditions of employment, equal employment opportunity, nondiscrimination, immigration, wages, hours, benefits, collective bargaining, the payment of withholding, social security and similar taxesTaxes, occupational safety and health, and plant closingclosing in each case with respect to their current and former employees. No member of The Xxxx Group of Companies Dy 4 Entity is liable for the payment of any material compensation, damages, taxesTaxes, fines, penalties, or other amounts, however designated, for failure to comply in all material respects with any of the foregoing Legal RequirementsLaws.

Appears in 1 contract

Samples: Stock Purchase Agreement (Curtiss Wright Corp)

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Labor Relations; Compliance. Except as set forth on Schedule 5.50No AMT Predecessor has been, no member of The Xxxx Group of Companies has been nor is it now a party to or is bound by any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50, there There has not beenbeen since January 1, 1996, there is not presently pending or existing, and to Holders' Knowledge Seller's Knowledge, there is not presently Threatened, Any (i) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any , (ii) any material Proceeding against or affecting any of The Xxxx Group of Companies AMT Predecessor 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 Bodygovernmental body, organizational activity, or other material labor or employment dispute against or affecting any of The Xxxx Group of Companies the AMT Predecessors or its their premises. Any , or (iii) any application for certification of a collective bargaining agent. To Holders' Knowledgethe Knowledge of Seller, 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 any of The Xxxx Group of Companies, AMT Predecessor and no such action is contemplated by any of The Xxxx Group of CompaniesAMT Predecessor. Each of The Xxxx Group of Companies AMT Predecessor 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. No member of The Xxxx Group of Companies AMT Predecessor is 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.

Appears in 1 contract

Samples: Supply Agreement (Aldila Inc)

Labor Relations; Compliance. Except as set forth on Schedule 5.50During the past five years, no member of The Xxxx Group of Companies neither Naviset nor its Subsidiaries has been nor or is it now a party to any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50During the past five years, there has not been, there is not presently pending or existing, and to Holders' Knowledge there is not presently Threatened, Any (a) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any , (b) any Proceeding against or affecting any of The Xxxx Group of the Acquired Companies 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 Xxxx Group of the Acquired Companies or its their premises. Any , or (c) any application for certification +of a collective bargaining agent. To Holders' Knowledge, no 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 any of The Xxxx Group of the Acquired Companies, and no such action is contemplated by any of The Xxxx Group of the Acquired Companies. Each of The Xxxx Group of the Acquired Companies 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. No member of The Xxxx Group of Companies Neither Naviset nor its Subsidiaries is 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.

Appears in 1 contract

Samples: Share Exchange Agreement (Nebo Products Inc)

Labor Relations; Compliance. Except as set forth on Schedule 5.50in Part 3.21 to the Disclosure Letter, no member of The Xxxx Group of Companies since inception the Company has not been nor or is it now a party to any collective bargaining or other labor contractContract. Except as set forth on Schedule 5.50, Since inception there has not been, there is not presently pending or existing, and to HoldersSellers' Knowledge Knowledge, there is not presently Threatened, Any (a) any strike, slowdown, picketing, work stoppage stoppage, or employee grievance process. Any , (b) any Proceeding against or affecting any of The Xxxx Group of Companies 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 Xxxx Group of Companies the Company or its premises. Any , or (c) any application for certification of a collective bargaining agent. Local 208, since assumed by Local 5 International Association of Heat and Frost Insulators and Asbestos Workers and Local 000 Xxxxxxxx Xxxxxxxxxxxxx Xxxxx xx Xxxxx Xxxxxxx is prepared to execute a collective bargaining agreement with the Company in the form and substance of such agreement previously delivered by Sellers to Buyer . To Holdersthe 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 any of The Xxxx Group of Companiesthe Company, and no such action is contemplated by any of The Xxxx Group of Companiesthe Company. Each of The Xxxx Group of Companies To the Sellers' Knowledge, 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. No member of The Xxxx Group of Companies 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, except for as set forth on the October Balance Sheet, or to be set forth on the Final October Balance Sheet.

Appears in 1 contract

Samples: Stock Purchase Agreement (Barone Daren J)

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