BY THEM, OTHER THAN
ANY TAXES OR ASSESSMENTS THE VALIDITY OF WHICH BORROWER OR SUCH AFFILIATE IS
CONTESTING IN GOOD FAITH BY APPROPRIATE PROCEEDINGS, AND WITH RESPECT TO WHICH
BORROWER OR SUCH AFFILIATES SHALL HAVE SET ASIDE ADEQUATE RESERVES.
NEITHER
BORROWER NOR ANY OF ITS AFFILIATES HAS AS OF THE DATE HEREOF REQUESTED OR BEEN
GRANTED ANY EXTENSION OF TIME TO FILE ANY FEDERAL, STATE, LOCAL OR FOREIGN TAX
RETURN.
NEITHER BORROWER NOR ANY OF ITS AFFILIATES IS PARTY TO OR HAS ANY
OBLIGATION UNDER ANY TAX SHARING AGREEMENT.
4.1.38.
LABOR RELATIONS.
(A)
ON OR PRIOR TO THE DATE HEREOF, BORROWER HAS DELIVERED TO LENDER A
TRUE, CORRECT AND COMPLETE SCHEDULE OF ALL EMPLOYEES EMPLOYED BY BORROWER WITH
RESPECT TO THE PROPERTY, STATING EACH SUCH EMPLOYEES JOB TITLE, HOURLY WAGE,
WHETHER SUCH EMPLOYEE IS EMPLOYED ON A FULL-TIME OR PART-TIME BASIS AND WHETHER
SUCH EMPLOYEE IS A UNION EMPLOYEE. THE HOURS WORKED BY AND PAYMENT MADE TO
EMPLOYEES OF BORROWER ARE NOT IN VIOLATION OF THE FAIR LABOR STANDARDS ACT OR
ANY OTHER APPLICABLE LEGAL REQUIREMENTS IN ANY MATERIAL RESPECT.
NEITHER
BORROWER NOR ANY OF ITS EMPLOYEES, AGENTS OR REPRESENTATIVES HAVE COMMITTED ANY
MATERIAL UNFAIR LABOR PRACTICE AS DEFINED IN THE NATIONAL LABOR RELATIONS ACT.
(B)
BORROWER IS AND HAS BEEN IN MATERIAL COMPLIANCE WITH ALL
APPLICABLE LEGAL REQUIREMENTS RESPECTING EMPLOYMENT AND EMPLOYMENT PRACTICES,
INCLUDING WITHOUT LIMITATION, ALL LAWS RESPECTING TERMS AND CONDITIONS OF
EMPLOYMENT, HEALTH AND SAFETY, WAGES AND HOURS, CHILD LABOR, IMMIGRATION,
EMPLOYMENT DISCRIMINATION, DISABILITY RIGHTS OR BENEFITS, EQUAL OPPORTUNITY,
PLANT CLOSURE AND LAYOFFS, AFFIRMATIVE ACTION, WORKERS' COMPENSATION, LABOR
RELATIONS, EMPLOYEE LEAVE ISSUES AND UNEMPLOYMENT INSURANCE.
BORROWER IS NOT
DELINQUENT, IN ACCORDANCE WITH THEIR RESPECTIVE PAYMENT POLICIES, IN PAYMENTS TO
ANY EMPLOYEES OR FORMER EMPLOYEES FOR ANY SERVICES OR AMOUNTS LEGALLY OR
CONTRACTUALLY REQUIRED TO BE REIMBURSED OR OTHERWISE PAID.
BORROWER IS NOT A
PARTY TO, OR OTHERWISE BOUND BY, ANY ORDER SOLELY BINDING AGAINST BORROWER
AND/OR ITS AFFILIATES RELATING TO EMPLOYEES OR EMPLOYMENT PRACTICES.
(C)
SCHEDULE XII SETS FORTH ALL COLLECTIVE BARGAINING AGREEMENTS TO
WHICH BORROWER OR ANY OF THE AFFILIATES AS A PARTY AND THE SCHEDULED EXPIRATION
DATES THEREOF, AND THE CONSUMMATION
110
OF THE TERMINATIONS CONTEMPLATED BY THIS AGREEMENT WILL NOT GIVE RISE TO ANY
RIGHT OF TERMINATION OR RENEGOTIATION THEREUNDER.
(D)
NO ORGANIZED WORK STOPPAGE, LABOR STRIKE OR SLOWDOWN IS PENDING
OR, TO BORROWER'S KNOWLEDGE, THREATENED BY EMPLOYEES AND OTHER LABORERS AT THE
PROPERTY.
NEITHER BORROWER NOR ANY OF ITS AFFILIATES (I) IS INVOLVED IN, OR TO
BORROWER'S KNOWLEDGE THREATENED WITH ANY LABOR DISPUTE, GRIEVANCE OR LITIGATION
AT THE PROPERTY RELATING TO LABOR MATTERS INVOLVING ANY EMPLOYEES AND OTHER
LABORERS AT ANY PROPERTY, INCLUDING VIOLATION OF ANY LEGAL REQUIREMENTS RELATING
TO LABOR, SAFETY, WAGES AND HOURS, TAX WITHHOLDING, OVERTIME, WRITTEN
CLASSIFICATION OR EMPLOYMENT AND/OR CHARGES OF UNFAIR LABOR PRACTICES OR
DISCRIMINATION COMPLAINTS AT THE PROPERTY OR (II) HAS ENGAGED IN ANY UNFAIR
LABOR PRACTICES PROHIBITED, RESTRICTED OR OTHERWISE UNLAWFUL UNDER APPLICABLE
LEGAL REQUIREMENTS.
EXCEPT AS SET FORTH ON SCHEDULE XII, TO THE KNOWLEDGE