Affiliated Relationships Sample Clauses

Affiliated Relationships. Organitech represents that all services rendered and all goods sold by (i) Organitech to any of the Organitech Shareholders or any Affiliate(s) of the Organitech Shareholders, or (ii) by any of the Organitech Shareholders or any Affiliate(s) of the Organitech Shareholders to Organitech, have been recorded in the accounts of Organitech at their full value as if they were transferred in arm's length transactions.
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Affiliated Relationships. Except as disclosed in Section 6.18 of the Disclosure Letter, neither Seller, General Partner or the Manager, nor any partner, shareholder, director or officer thereof , or any member of such Person's immediate family, has, or at any time within the last two (2) years has had, a material ownership interest in any business that is or was a party to any business relationships or arrangement of any kind relating to the operation of the Facility or the Business. Residents/Patients; Licensed Beds And Fees. Seller has cared for the Residents/Patients located at any time at the Facility in accordance with recognized standards pertaining to assisted living facilities. Seller does not have any agreement with any of its Residents/Patients which have been prepaid for more than one month.
Affiliated Relationships. All services rendered and all goods sold by the Company to any Stockholder or any Affiliate of the Company or any Stockholder have been recorded in the Books and Records of the Company at their full value as if they were transferred in arm’s length transactions. Except as set forth in Schedule 3.13, all services rendered and goods sold by any Stockholder or any Affiliate of any Stockholder to the Company have been accounted for as if they were transferred in arm’s length transactions.
Affiliated Relationships. All services rendered and all goods sold by Incubate to any of its directors, officers, shareholders, or any Affiliate(s) of the foregoing, have been recorded in the accounts of Incubate at their full value as if they were transferred in arm's length transactions. At Closing, there shall be no outstanding agreement between Incubate, on the one hand, and any other person, on the other hand, including without limitation any employment, consulting, warrant, option, registration right or preemptive right agreement [except for the written agreement entered into prior to the date hereof and specifically identified on Schedule 5.15 attached hereto]. Without limiting the generality of the foregoing , the shareholders of Incubate have no claims or right of action whatsoever against or from Incubate, either as directors, officers, shareholders, investors, employees or otherwise and any right that may have accrued to any of the shareholders of Incubate (in whatever capacity), whether at law, in equity or pursuant to any agreement, has been (or will be) fully satisfied or waived in writing, prior to Closing.
Affiliated Relationships. All services rendered and all products sold by the Company or the Company Subsidiary to Seller, Company or the Company Subsidiary or any Affiliate thereof have been recorded in the books and records of the Company or the Company Subsidiary at their full value as if they were transferred in arm’s length transactions. Except as set forth in Section 2.26 of the Seller Disclosure Schedule, no equity holder, director, officer, manager or employee of Seller, Company or the Company Subsidiary, nor any Affiliate thereof has, or has had at any time since January 1, 2009, (i) any interest in any property, real, personal or mixed, tangible or intangible, used in or pertaining to the business of the Company or the Company Subsidiary; (ii) any agreement, arrangement or understanding with the Company or the Company Subsidiary other than compensation and benefits as an employee payable in the ordinary course of business; or (iii) any claim or other right against the Company or the Company Subsidiary.
Affiliated Relationships. Except as disclosed in Section 6.18 of the Disclosure Letter, neither Seller, General Partner or the Manager, nor any partner, shareholder, director or officer thereof , or any member of such Person's immediate family, has, or at any time within the last two (2) years has had, a material ownership interest in any business that is or was a party to any business relationships or arrangement of any kind relating to the operation of the Facility or the Business.
Affiliated Relationships. All services rendered and all goods sold by the Company and its Subsidiaries to any Investor Stockholder or any Affiliate of any Investor Stockholder have been transferred in arm’s length transactions and have been recorded in the Books and Records of the Company and its Subsidiaries at their full value. All services rendered and goods sold by any Stockholder, or, to the Company’s Knowledge, any Affiliate of any Investor Stockholder, to the Company or its Subsidiaries have been transferred in arm’s length transactions and accounted for as such.
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Related to Affiliated Relationships

  • Business Relationships There are no business relationships or related party transactions involving the Company or any other person required to be described in the Registration Statement, the Pricing Disclosure Package and the Prospectus that have not been described as required.

  • Lending Relationships Except as disclosed in the Pricing Disclosure Package, Registration Statement and the Prospectus, the Company (i) does not have any material lending or other relationship with any bank or lending affiliate of the Underwriters and (ii) does not intend to use any of the proceeds from the sale of the Securities hereunder to repay any outstanding debt owed to any affiliate of the Underwriters.

  • Banking Relationships Schedule 3.22 shows the names and locations of all banks, trust companies and other financial institutions in which the Company has accounts, lines of credit or safety deposit boxes and, with respect to each account, line of credit or safety deposit box, the names of all Persons authorized to draw thereon or to have access thereto.

  • Certain Business Relationships Neither Parent nor any of its affiliates is a party to any Contract with any director, officer or employee of the Company or any Company Subsidiary.

  • Other Relationships No relationship created hereunder or under any other Loan Document shall in any way affect the ability of the Administrative Agent and each Lender to enter into or maintain business relationships with the Borrower or any of its Affiliates beyond the relationships specifically contemplated by this Agreement and the other Loan Documents.

  • Material Relationships No relationship, direct or indirect, exists between or among the Company on the one hand, and the directors, officers, security holders of the Company, the Operating Partnership, or their respective affiliates, on the other hand, which is required to be described in the Prospectus and which is not so described.

  • Customer Relationships The Executive understands and acknowledges that the Company has expended significant resources over many years to identify, develop, and maintain its clients. The Executive additionally acknowledges that the Company’s clients have had continuous and long-standing relationships with the Company and that, as a result of these close, long-term relationships, the Company possesses significant knowledge of and confidential information about its clients and their needs. Finally, the Executive acknowledges the Executive’s association and contact with these clients is derived solely from Executive’s employment with the Company. The Executive further acknowledges that the Company does business throughout the United States and that the Executive personally has significant contact with the Company’s clients and customers solely as a result of Executive’s relationship with the Company.

  • Relationships No relationship, direct or indirect, exists between or among the Company or the Operating Partnership on the one hand, and the directors, officers or stockholders of the Company or the Operating Partnership on the other hand, which is required pursuant to the Securities Act or the Exchange Act to be described in the Registration Statement or the Prospectus which is not so described.

  • Confidential Information; Personal Relationships The Executive acknowledges that the Company has a legitimate and continuing proprietary interest in the protection of its confidential information and has invested substantial sums and will continue to invest substantial sums to develop, maintain and protect confidential information. The Executive agrees that, during and after the Restricted Period, without the prior written consent of the Board, the Executive shall keep secret and retain in strictest confidence, and shall not knowingly use for the benefit of himself or others all confidential matters relating to the Company's Business including, without limitation, operational methods, marketing or development plans or strategies, business acquisition plans, joint venture proposals or plans, and new personnel acquisition plans, learned by the Executive heretofore or hereafter (such information shall be referred to herein collectively as "Confidential Information"); provided, that nothing in this Agreement shall prohibit the Executive from disclosing or using any Confidential Information (A) in the performance of his duties hereunder, (B) as required by applicable law, (C) in connection with the enforcement of his rights under this Agreement or any other agreement with the Company, or (D) in connection with the defense or settlement of any claim, suit or action brought or threatened against the Executive by or in the right of the Company. Notwithstanding any provision contained herein to the contrary, the term Confidential Information shall not be deemed to include any general knowledge, skills or experience acquired by the Executive or any knowledge or information known or available to the public in general. Moreover, the Executive shall be permitted to retain copies of, or have access to, all such Confidential Information relating to any disagreement, dispute or litigation (pending or threatened) involving the Executive.

  • Certain Relationships No relationship, direct or indirect, exists between or among either of the Transaction Entities, on the one hand, and the directors, officers, stockholders, partners, customers or suppliers of the Transaction Entities, on the other hand, which is required to be described in the Registration Statement, the General Disclosure Package or the Prospectus which is not so described.

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