Affiliate Interests. Except as set forth in the Company Disclosure Letter, no employee, officer or director, or former employee, officer or director of the Company has any interest in any property, tangible or intangible, including without limitation, patents, trade secrets, other confidential business information, trademarks, service marks or trade names, used in or pertaining to the business of the Company, except for the normal rights of employees and stockholders.
Affiliate Interests. None of the Shareholders nor any employee, consultant, officer or director, or former shareholder, employee, consultant, officer or director, of the Company or any of its subsidiaries has any interest, direct or indirect, in any property, tangible, or intangible, including, without limitation, patents, trade secrets, other confidential business information, trademarks, service marks or trade names used in or pertaining to the business of the Company or any of its subsidiaries, except for the normal rights of a shareholder and as set forth in Section 2.19 of the Company Disclosure Schedule.
Affiliate Interests. (a) Except as disclosed by the Company SEC Documents and except for services provided by the directors and executive officers of the Company and its Subsidiaries in their capacities as such and the compensation paid therefor, the Disclosure Memorandum with specific reference to this Section, sets forth all amounts paid (or deemed for accounting purposes to have been paid) and services provided by the Company and its Subsidiaries to, or received by the Company and its Subsidiaries from, any affiliate of the Company or any Subsidiary since December 31, 1993 and all such amounts currently owed by the Company or any Subsidiary to, or to the Company or any Subsidiary by, any affiliate of the Company or any Subsidiary. For purposes of this Agreement, the term "affiliate" shall have the meaning ascribed thereto in Rule 405 of the Securities Act.
(b) Each contract, agreement, plan or arrangement between the Company or any Subsidiary on the one hand, and any affiliate of the Company or any Subsidiary or affiliate thereof, on the other hand ("Affiliate Arrangements") is disclosed in the Disclosure Memorandum with specific reference to this Section or Section 3.18(a). Except as disclosed in the Disclosure Memorandum with specific reference to this Section or Section 3.18(a), each of the transactions described in Section 3.18(a) and each of the Affiliate Arrangement was entered into in the ordinary course of business and on commercially reasonable terms and conditions.
Affiliate Interests. Except as disclosed in Schedule 3.19, the Company is not a party to any transaction with (a) Shareholder, (b) any employee, officer or director of the Company, (c) any relative of Shareholder or of any such employee, officer or director, or (d) any entity, corporation or partnership that, directly or indirectly, is controlled by or under common control with Shareholder or with any such employee, officer, director or relative, including without limitation any contract, agreement or other arrangement (i) providing for the furnishing of services by such person, (ii) providing for the rental of real or personal property from or to such person, (iii) providing for the guaranty of any obligation of such person, (iv) requiring any payment to such person which will continue beyond the Closing Date, or (v) establishing any right or interest of such person in any of the assets or rights of the Company.
Affiliate Interests. Neither Seller nor any employee, debt-holder or affiliate of Seller:
(a) owns any interest (other than through the ownership of five percent or less of any class of securities registered under the Securities Exchange Act of 1934, as amended) in any Person which is a competitor, supplier or customer of any business relating to the Assets;
(b) owns, in whole or in part, any property, asset or right used in connection with the research, development, manufacture, marketing and sales relating to the Assets, or products resulting from the Assets;
(c) has an interest in any Contract pertaining to the Assets; or
(d) owes any money to, or is owed any money by, the Seller.
Affiliate Interests. (a) Except as set forth in Schedule 3.24, no payments other than compensation payments during calendar years 1996, 1997 and 1998, have been made by the Company to Seller or any officer or director of the Company, other than reimbursement of business expenses in the ordinary course of business.
(b) Except as set forth on Schedule 3.24, no Seller, officer or director of the Company or any affiliate of Seller (in each case, or any family member thereof)
(i) has any interest, directly or indirectly, in any property, real or personal, tangible or intangible, including without limitation, inventions, patents, trademarks or trade names, used in or pertaining to the business of the Company, (ii) owns, directly or indirectly, any interest in (excepting less than 5% stock holdings for investment purposes in securities of companies which are publicly held and traded), or is an officer, director, employee or consultant of, any Person which is, or is engaged in business as, a competitor, lessor, lessee, supplier, distributor, sales agent or customer of the Company, or (iii) has any cause of action or other claim whatsoever against, or owes any amount to, the Company, except for claims arising in the ordinary course of business arising from such Person's employment with the Company and indebtedness described in Section 6.7 hereof.
Affiliate Interests. (a) Neither ECA, any of ECA's Affiliates (excluding Mountaineer) nor to the knowledge of ECA (after reasonable investigation) any director or officer or employee of ECA or any of ECA's Affiliates (including Mountaineer) (i) has any interest in any property, real or personal, tangible or intangible, of Mountaineer, except for interests with a value of not greater than $200,000 in the aggregate, (ii) has any cause of action or other claim whatsoever against Mountaineer or its assets or properties, or owes any amount to, or is owed any amount by, any of them, except for claims and indebtedness not in excess of $200,000 in the aggregate or (iii) owns, directly or indirectly, any debt, equity or other interest or investment in any person which is a competitor, lessor, lessee, or supplier of Mountaineer, except securities of any publicly-held corporation which do not exceed 1% of the outstanding voting securities of such corporation.
(b) There are no agreements, indebtedness, arrangements, understandings, obligations or other rights or obligations between Mountaineer, on the one hand, and ECA, any of ECA's Affiliates (excluding Mountaineer), or to the knowledge of ECA (after reasonable investigation) any director or officer or employee of ECA or any of ECA's Affiliates (including Mountaineer), on the other hand, other than agreements, indebtedness, arrangements, understandings, obligations and other rights which will not survive the Closing.
Affiliate Interests. Except as provided in Schedule 4.18, Seller is not a party to any transaction with: (a) any of the Shareholders, or any employee, officer, or director of Seller, (b) any relative of any of the Shareholders or (c) any Person that, directly or indirectly, is controlled by or under common control with Seller or with any such employee, officer, director, manager or relative, including without limitation any contract, agreement or other arrangement (i) providing for the furnishing of services by such person, (ii) providing for the rental or use of real or personal property from or to such person, (iii) providing for the guaranty of any obligation of such person, (iv) requiring any payment to such person which will continue beyond the Closing Date or (v) establishing any right or interest of such person in any of the Transferred Assets.
Affiliate Interests. Except as disclosed on Schedule 4.21, neither Target is a party to any transaction with: (a) any employee, officer, or director of either Target, (b) any relative of any such employee, officer, or director, or (d) any Person that, directly or indirectly, is controlled by or under common control with either Target or with any such employee, officer, director, or relative, including without limitation any contract, agreement or other arrangement (i) providing for the furnishing of services by such person, (ii) providing for the rental of real or personal property from or to such person, (iii) providing for the guaranty of any obligation of such person, (iv) requiring any payment to such person which will continue beyond the Closing Date, or (v) establishing any right or interest of such person in any of the Assets.
Affiliate Interests. Except as disclosed in Schedule 3.16, no employee, officer or director, or former employee, officer or director, of Seller has any interest in any property, tangible or intangible, including without limitation, patents, trade secrets, other confidential business information, trademarks, service marks or trade names, used in or pertaining to the business of Seller, except for the normal rights of employees and stockholders.
