Supercuts 2008 Annual Report Download - page 156

owned or operated any property or facility (and, to the knowledge of the Company, no such property or facility is contaminated by any such
substance) in a manner that has given or would give rise to material liabilities, including any material liability for response costs, corrective
action costs, personal injury, property damage, natural resources damages or attorney fees, or any investigatory, corrective or remedial
obligations, pursuant to CERCLA, the Solid Waste Disposal Act, as amended or any other Environmental and Safety Requirements.
(f) Neither the Company nor any of its Subsidiaries, or, to the knowledge of the Company, any predecessors or Affiliates of the Company
or its Subsidiaries, has manufactured, sold, marketed, installed or distributed products containing asbestos, and with respect to such entities, to
the knowledge of the Company no basis in law or fact exists to support an assertion of any claim, action or obligation with respect to any adverse
consequences arising from, relating to, or based on the presence or alleged presence of asbestos or asbestos-containing materials in any product
or item manufactured, sold, marketed, installed, stored, transported, handled or distributed at any time by the Company, its Subsidiaries or, to the
knowledge of the Company, any of their respective predecessors or Affiliates, or based on the presence or alleged presence of asbestos or
asbestos-containing materials at any property or facility owned, leased or operated by the Company, its Subsidiaries or any of their respective
predecessors or Affiliates.
(g) The Seller Parties have furnished to the Buyer all environmental audits, reports and other material environmental documents relating to
the current and former operations and facilities of the Company and its Subsidiaries, which are in their possession, custody or control.
5.16 Employees . The attached Employees Schedule
correctly sets forth the name and current annual salary (or hourly wages, as the case
may be) of each of the Company's and any of its Subsidiaries' executive officers, Headquarter Staff and any other employee earning more than
$50,000 per year, and whether any such employees are absent from active employment, including leave of absence or disability. Except as set
forth on the attached Employees Schedule , (a) the Company and each of its Subsidiaries have complied in all material respects with all laws
relating to the employment of labor (including provisions thereof relating to wages, hours, equal opportunity, collective bargaining and the
payment of social security and other Taxes), and the Company does not have any knowledge that the Company or of any of its Subsidiaries has
any material labor relations problems (including any union organization activities, threatened or actual strikes or work stoppages or material
grievances); and (b) neither the Company nor any of its Subsidiaries nor, to the Company's knowledge, any of their respective employees are
subject to any noncompete, nondisclosure, confidentiality, employment, consulting or similar agreements relating to, or in conflict with the
present business activities of the Company or any of its Subsidiaries, except for agreements between the Company or its Subsidiaries and their
present and former employees. The Employees Schedule sets forth the aggregate amount of bonuses anticipated to be paid to the Company's and
its Subsidiaries' officers required to be set out therein in respect of the twelve months ended December 28, 2007 that have not yet been paid, and
the categories of persons eligible for such bonuses.
5.17 Employee Benefit Plans.
(a) The attached Employee Benefits Schedule sets forth an accurate and complete list of each "employee benefit plan" (as such term is
defined in Section 3(3) of ERISA) and each other employee benefit plan, program or arrangement providing benefits to current or former
employees (including any bonus plan, plan for deferred compensation, retirement, severance, employee health or other welfare benefit plan or
other arrangement), currently maintained, sponsored, or contributed to by the Company or a Subsidiary, or with respect to which the Company or
any of its Subsidiaries has any liability or potential liability. Each such item listed on the attached Employee Benefits Schedule is referred to
herein as a " Plan ." For purposes of this Section 5.17 , the term "Company" includes all entities treated as a single employer with the Company
pursuant to Section 414 of the Code.
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