ANY OTHER
SIMILAR LEGISLATION IN ANY OTHER JURISDICTION (FOREIGN OR DOMESTIC).
(J)
EXCEPT AS DISCLOSED IN SCHEDULE 4.28(J),
NO EMPLOYEE OF EITHER CORPORATION IS ON LAY OFF, LEAVE OF ABSENCE, MATERNITY OR
DISABILITY LEAVE.
SCHEDULE 4.28(J) SETS FORTH THE TERMS OF SUCH LAY OFF, LEAVE
OF ABSENCE, MATERNITY OR DISABILITY LEAVE.
(K)
EXCEPT AS DISCLOSED IN SCHEDULE 4.28(K), THE
CORPORATIONS DO NOT OWE ANY OBLIGATIONS TO FORMER DIRECTORS, OFFICERS OR
EMPLOYEES.
(L)
EXCEPT AS DISCLOSED IN SCHEDULE 4.28(L),
THERE ARE NO INDEPENDENT CONTRACTORS ENGAGED BY EITHER CORPORATION.
(M)
ALL PLANS AND POLICIES LISTED IN
SCHEDULE 4.28(G) HAVE BEEN DULY REGISTERED WHERE REQUIRED BY, AND ARE IN GOOD
STANDING UNDER, ALL APPLICABLE LEGISLATION (FOREIGN OR DOMESTIC), INCLUDING,
WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE TAX ACT AND THE EMPLOYMENT
PENSION PLANS ACT (ALBERTA) OR ANY OTHER SIMILAR LEGISLATION IN ANY OTHER
JURISDICTION AND ALL REQUIRED EMPLOYER CONTRIBUTIONS UNDER ANY SUCH PLANS OR
POLICIES HAVE BEEN MADE AND NO PAST SERVICE FUNDING LIABILITIES EXIST
THEREUNDER.
(N)
EXCEPT AS OTHERWISE DESCRIBED IN
SECTION 4.15, THE AMOUNT OF SALARIES, PENSIONS, BONUSES, AND OTHER REMUNERATION
AND FRINGE BENEFITS OF ANY NATURE, INCLUDING VACATION PAY, SEVERANCE PAY AND
UNPAID EARNED WAGES OF THE DIRECTORS, OFFICERS AND EMPLOYEES OF THE CORPORATIONS
AS OF THE CLOSING DATE HAVE BEEN PAID IN FULL OR ACCRUED AND THERE IS NO
OUTSTANDING OVERDUE ASSESSMENT, ORDER, CERTIFICATE, LIEN OR JUDGMENT UNDER THE
EMPLOYMENT STANDARDS CODE (ALBERTA), HUMAN RIGHTS, CITIZENSHIP AND
MULTICULTURALISM ACT, (ALBERTA), LABOUR RELATIONS CODE (ALBERTA), WORKERS'
COMPENSATION ACT (ALBERTA) AND ANY OTHER STATUTE REGARDING EMPLOYMENT OF ANY
JURISDICTION (FOREIGN OR DOMESTIC) IN WHICH EITHER CORPORATION CARRIES ON
BUSINESS OR HAVE EMPLOYEES.
(O)
ALL EMPLOYER OBLIGATIONS OF THE CORPORATIONS
WITH RESPECT TO THE DIRECTORS, OFFICERS AND EMPLOYEES OF EITHER CORPORATION FOR
WITHHOLDING TAX, AND FOR CANADA PENSION PLAN, EMPLOYMENT INSURANCE, WORKERS'
COMPENSATION BOARD PREMIUMS, CONTRIBUTIONS OR REMITTANCES OF ANY KIND IN ALL
MATERIAL RESPECTS WHICH ARE THEN DUE, HAVE BEEN PAID IN FULL OR ACCRUED AS OF
THE CLOSING DATE.
(P)
THERE ARE NO WRITTEN WARNINGS OR
DISCIPLINARY ACTION CURRENTLY OUTSTANDING AGAINST ANY EMPLOYEE OF THE
CORPORATIONS.
(Q)
EXCEPT FOR REMUNERATION PAID TO EMPLOYEES IN
ORDINARY COURSE OF BUSINESS AND MADE AT CURRENT RATES OF REMUNERATION NO
PAYMENTS HAVE BEEN MADE OR AUTHORIZED SINCE THE DATE OF THE INTERIM CONSOLIDATED
BALANCE SHEET BY THE CORPORATION OR TO OFFICERS, DIRECTORS OR EMPLOYEES OF THE
CORPORATION.
40
SECTION 4.29
COMPLIANCE WITH THE FOREIGN CORRUPT
PRACTICES ACT AND EXPORT CONTROL AND ANTIBOYCOTT LAWS.
(A)
EXCEPT AS SET FORTH IN SCHEDULE 4.29(A), THE
CORPORATIONS HAVE NOT, AND THE CORPORATIONS' EMPLOYEES, AGENTS AND
REPRESENTATIVES HAVE NOT, USED ANY FUNDS OF THE CORPORATIONS FOR ANY UNLAWFUL
CONTRIBUTION, GIFT, ENTERTAINMENT OR OTHER UNLAWFUL EXPENSE RELATING TO
POLITICAL ACTIVITY, MADE ANY DIRECT OR INDIRECT UNLAWFUL PAYMENT TO ANY FOREIGN
OR DOMESTIC GOVERNMENTAL OFFICIAL OR EMPLOYEE, VIOLATED OR IS IN VIOLATION OF
ANY PROVISION OF THE FOREIGN CORRUPT PRACTICES ACT OF 1977 OR MADE ANY ILLEGAL
BRIBE, REBATE, PAYOFF, INFLUENCE PAYMENT, KICKBACK OR OTHER UNLAWFUL PAYMENT.
(B)
EXCEPT