Except as set forth in Section 3.17(c) of the ​ Disclosure Schedule, ​ is not the subject of any proceeding asserting that ​ has committed an unfair labor practice or is seeking to compel it to bargain with any labor union or other labor organization, and there is not pending or, to ​’s Knowledge, threatened, any labor strike, dispute, walkout, work stoppage, slow-down or lockout involving ​ that individually or in the aggregate, is reasonably likely to have a ​ Material Adverse Effect, and there has not been any such action.

Except as set forth in Section 3.17(d) of the ​ Disclosure Schedule, ​ is not the subject of any proceeding pending or, to ​’s Knowledge, threatened before the Equal Employment Opportunity Commission or any other similar state or local agency responsible for the prevention of unlawful employment practices.