Common use of Affiliate Interests and Transactions Clause in Contracts

Affiliate Interests and Transactions. Except as set forth in Schedule 3.19 of the Disclosure Schedules: (a) No Related Party of the Sellers or the Company: (i) owns, directly or indirectly, any equity or other financial or voting interest in any competitor, supplier, licensor, lessor, distributor, independent contractor or customer of the Company or the Business (other than equity or voting interests that do not exceed 5% of the outstanding equity or voting interests of a publicly traded company); (ii) owns or has owned, directly or indirectly, or has or has had any interest in any material property (real or personal, tangible or intangible) that the Company uses or has used in the Business; (iii) has any material business dealings or a material financial interest in any transaction with the Company or involving any assets or property of the Company; or (iv) is or has been employed by the Company. (b) Except for this Agreement and the Ancillary Agreements, there are no Contracts by and between the Company, on the one hand, and any Related Party of the Sellers or the Company, on the other hand, pursuant to which such Related Party provides or receives any material information, assets, properties, support or other services to or from the Company (including Contracts relating to billing, financial, tax, accounting, data processing, human resources, administration, legal services, information technology and other corporate overhead matters). (c) There are no outstanding notes payable to, accounts receivable from or advances by the Company to, and the Company is not otherwise a debtor or creditor of, and does not have any Liability or other obligation of any nature to, any Related Party of the Sellers or the Company. Since December 31, 2014, the Company has not incurred any obligation or Liability to, and has not entered into or agreed to enter into any transaction with or for the benefit of, any Related Party of the Sellers or the Company, other than the transactions contemplated by this Agreement and the Ancillary Agreements.

Affiliate Interests and Transactions. Except as set forth in Schedule 3.19 of the Disclosure Schedules: (a) No Related Party of the Sellers any Seller or the Company: (i) ownsowns or has owned, directly or indirectly, any equity or other financial or voting interest in any competitor, supplier, licensor, lessor, distributor, independent contractor or customer of the Company or the Business (other than equity or voting interests that do not exceed 5% of the outstanding equity or voting interests of a publicly traded company)their business; (ii) owns or has owned, directly or indirectly, or has or has had any interest in any material property (real or personal, tangible or intangible) that the Company uses or has used in or pertaining to the Businessbusiness of the Company; (iii) has or has had any material business dealings or a material financial interest in any transaction with the Company or involving any assets or property of the Company; , other than business dealings or (iv) is transactions conducted in the Ordinary Course of Business at prevailing market prices and on prevailing market terms, under the Plans or has been employed by the Companyemployment and compensation arrangements with employees and officers. (b) Except for this Agreement and the Ancillary Agreements, there are no Contracts by and between the Company, on the one hand, and any Related Party of the Sellers any Seller or the Company, on the other hand, pursuant to which such Related Party provides or receives any material information, assets, properties, support or other services to or from the Company (including Contracts relating to billing, financial, tax, accounting, data processing, human resources, administration, legal services, information technology and other corporate overhead matters), other than the Plans or employment and compensation arrangements with employees and officers. Subsequent to the Closing, the Company will own or have a valid license to all assets, properties and rights currently used in the conduct or operation of its business. (c) There are no outstanding notes payable to, accounts receivable from or advances by the Company to, and the Company is not otherwise a debtor or creditor of, and does not have any Liability liability or other obligation of any nature to, any Related Party of the Sellers any Seller or the Company, other than the Plans or employment and compensation arrangements with employees and officers. Since December 31, 2014the date of the Balance Sheet, the Company has not incurred any obligation or Liability liability to, and has not or entered into or agreed to enter into any transaction with or for the benefit of, any Related Party of the Sellers any Seller or the Company, other than the transactions contemplated by this Agreement and the Ancillary Agreements, other than the Plans or employment and compensation arrangements with employees and officers.