CompUSA 2014 Annual Report Download - page 150

(xiii)
A contract between or among any of the Companies on the one hand and Seller or any Affiliate of Seller on
the other hand; or
(xiv)
All guaranties of any obligations of another Person or similar agreement, and all loan agreements, promissory
notes, industrial revenue bonds, letters of credit or other evidence of indebtedness (short or long term), whether as a signatory, guarantor or
otherwise.
(b)
There are no oral agreements (other than employment agreements) between any Company and a third Person of the
specific types of agreements listed in Section 3.17(a) above where the exposure to the Company post-
Closing would be in excess of $100,000
individually and $500,000 in the aggregate. Except as disclosed in Schedule 3.17(b), (i) all Material Contracts are valid and binding on each
Company party to such agreement or by which its assets are bound and are in full force and effect; and (ii) neither such Company nor to the
Seller ’
s Knowledge the other party to such Material Contract is in breach or violation of, or default under, any material provision of any
Material Contract (or is alleged in writing to be in breach, violation or default) or has provided or received since the date of the Recent Balance
Sheet any notice of any intention to terminate, any Material Contract. To the Knowledge of the Sellers, no event or circumstance has occurred
that, with notice or lapse of time or both, would constitute an event of default under any Material Contract or result in a termination thereof or
would cause or permit the acceleration or other changes of any right or obligation or the loss of any benefit thereunder.
(c)
Except as set forth on Schedule 3.17(b.), since October 1, 2014, no Company has accelerated payments under or
performance under, terminated or materially modified any Material Contracts.
3.18 Employee Matters.
(a)
Except as set forth in Schedule 3.18(a), in the last five years, no Company has experienced any labor dispute, strike,
lockout, any work stoppage or other similar labor disruption or material labor dispute affecting any Company or any of its employees.
(b)
Except to the extent set forth in Schedule 3.18(b), to the Knowledge of the Seller, (i) each of the Companies is in
compliance in all material respects with all applicable Laws respecting employment practices, terms and conditions of employment and wages
and hours (including, but not limited to, equal employment opportunities, fair employment practices, employment discrimination, harassment,
retaliation, reasonable accommodation, disability rights or benefits, immigration, wages, hours, overtime compensation, child labor, hiring,
promotion and termination of employees, working conditions, meal and break periods, privacy, health and safety, workers ’
compensation,
leaves of absence and unemployment insurance), and is not engaged in any unfair labor practice; (ii) there is no unfair labor practice charge or
complaint against any of the Companies pending before the National Labor Relations Board or any similar state agency or provincial tribunal;
and (iii) there are no administrative charges or court complaints against any of the Companies concerning alleged employment discrimination or
other employment related matters pending, or, to the Knowledge of the Seller, threatened before the U.S. Equal Employment Opportunity
Commission or any other Governmental Entity.
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