M&A Boot Camp booklet 2023 - Flipbook - Page 121
(n) Independent Contractors. Part 2.15(n) of the Disclosure Schedule accurately sets forth, with respect to each Person who is or was,
at any time since January 1, 2006, an independent contractor of the Company and who has received or may be entitled to receive in excess of
$25,000 from the Company:
(i) the name of such independent contractor, and the date as of which such independent contractor was originally engaged by
the Company;
(ii) a description of such independent contractor’s performance objectives, services, duties and responsibilities;
(iii) the aggregate dollar amount of the compensation (including all payments or benefits of any type) received by such
independent contractor from the Company with respect to services performed in the fiscal year ended December 31, 2007;
(iv) the terms of compensation of such independent contractor; and
(v) any Governmental Authorization that is held by such independent contractor and that relates to or is useful in connection
with the business of the Company.
(o) No Misclassified Employees. No current or former independent contractor of the Company could be deemed to be a misclassified
employee. No independent contractor is eligible to participate in any Company Employee Plan. The Company has never had any temporary
or leased employees that were not treated and accounted for in all respects as employees of the Company.
(p) Labor-Related Claims. Except as set forth in Part 2.15(p) of the Disclosure Schedule, there is no Legal Proceeding, claim, labor
dispute or grievance pending or, to the Knowledge of the Company, threatened or reasonably anticipated relating to any employment
Contract, compensation, wages and hours, leave of absence, plant closing notification, employment statute or regulation, privacy right, labor
dispute, workers’ compensation policy, long-term disability policy, safety, retaliation, immigration or discrimination matter involving any
Company Employee, including charges of unfair labor practices or harassment complaints.
2.16 Environmental Matters. The Company is in compliance in all material respects with all applicable Environmental Laws, which
compliance includes the possession by the Company of all Environmental Licenses and other Governmental Authorizations required under
applicable Environmental Laws, and compliance with the terms and conditions thereof. The Company has not received any written notice (or, to
the Knowledge of the Company, other communication), whether from a Governmental Body, citizens group, Company Employee or otherwise, that
alleges that the Company is not in compliance with any Environmental Law, and, to the Knowledge of the Company, there are no circumstances
that may prevent or interfere with the Company’s compliance with any Environmental Law in the future. To the Knowledge of the Company, no
current or prior owner of any property leased or controlled by the Company has received any written notice (or, to the Knowledge of the Company,
other communication), whether from a Government Body, citizens group, Company Employee or otherwise, that alleges that such current or prior
owner or the Company is not in compliance with any Environmental Law. The Company has not caused or contributed to any Environmental
Release and there are no circumstances which may give rise to any Environmental Release by the Company. No Contaminants are stored or
contained on or under any of the Properties whether in storage tanks, land fills, pits, ponds, lagoons or otherwise. All Governmental
Authorizations currently held by the Company pursuant to Environmental Laws are identified in Part 2.16 of the Disclosure Schedule.
31.