Arrangements with Connected Persons Sample Clauses
The "Arrangements with Connected Persons" clause regulates transactions or agreements between a company and individuals or entities that have a close relationship with the company, such as directors, shareholders, or their relatives. It typically requires that any such arrangements be disclosed to the board or shareholders and may mandate approval procedures to ensure transparency. This clause is designed to prevent conflicts of interest and protect the company from unfair or biased dealings, thereby promoting fairness and good governance.
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Arrangements with Connected Persons. 5.1.1. No member of the Vendors' Group is party to any contract or arrangement with any current or former employee of any Target Company or Business Vendor or any current or former director of any Target Company, other than on normal commercial terms in the ordinary course of trading consistent with past practice.
5.1.2. With the exception of the agreements to be entered into at Completion as provided for in this Agreement, there are no existing contracts or arrangements which will remain in force or effect after the Completion Date (a) between or involving any Target Company and any member of the Vendors' Group or (b) between or involving any Business Vendor and any member of the Vendors' Group relating to the Operations.
5.1.3. Without prejudice to paragraph 5.1.2, there are no arrangements or contracts between any member of the Vendors' Group and any Employee by which:
(a) any member of the Vendors' Group has offered employment (conditionally or otherwise) to any Employee to take effect on or after Completion; or
(b) payments or benefits may be received by such Employee after Completion dependent on the discretion of any member of the Vendors' Group (or any person acting on its behalf or instructions).
Arrangements with Connected Persons. 6.2.1 There is not outstanding, and there has not at any time during the last six years been outstanding, any agreement, arrangement or understanding (whether legally enforceable or not) to which the Company is a party and in which any Vendor, Affiliate of any Vendor, Director or former director of the Company or any Connected Person is or has been interested whether directly or indirectly.
6.2.2 The Company is not a party to, nor has its profits or financial position during the last six years been affected by, any agreement or arrangement which is not entirely of an arm's length nature.
Arrangements with Connected Persons. The Company:
Arrangements with Connected Persons. There is not outstanding:-
10.1 any loan made by the Company to, or debt owing to the Company by, any of the Vendors or any Director or any officer or employee of the Company or any person connected with any of them as described in section 839 of the 1988 Taxes Act or any security for any such loans or debts; or
10.2 any agreement or arrangement (whether legally binding or not) to which the Company is a party and in which any of the Vendors or any Director or officer or employee or any person connected with any of them, as mentioned in paragraph 10.1 above, is interested.
Arrangements with Connected Persons. 9.3.1 Save as disclosed in the Disclosure Letter, there is no indebtedness (actual or contingent) nor any indemnity, guarantee or security arrangement in the De Tomaso Group, any shareholder of DTA and any current or former employee, current or former director or any current or former consultant of any DT Group Company.
9.3.2 Save as disclosed in the Disclosure Letter, none of the DT Group Companies is or has been party to any contract, arrangement or understanding with any current or former employee, current or former director or any current or former consultant of such DT Group Company or any Person connected with any of such Persons or any Person connected with any of such Persons, or in which any such Person is interested (whether directly or indirectly).
Arrangements with Connected Persons. 23.1 Save as Disclosed in the published announcements, circulars, and half-yearly and annual reports of the Company, the Company is not a party to, nor have its profits or financial position at any time been materially and adversely affected by, any contract or arrangement which is not of an entirely arm’s length nature, and there is not outstanding any connected transaction (as defined in Chapter 14A of the Listing Rules) relating to the Company. Save as aforesaid, there are no material agreements or understandings (whether legally enforceable or not) between the Company and any person who is a shareholder or the beneficial owner of any interest in the Company or any other company controlled by any such person relating to the management of the Company’s business or the appointment or the removal of its directors or the ownership or transfer of ownership or the letting of any of its assets or the provision of finance, goods, services or other facilities to or by the Company or otherwise howsoever relating to the Company or its affairs.
23.2 All connected transactions have been conducted on normal commercial terms, the terms of which are fair and reasonable and are in the best interest of the Company and its shareholders as a whole.
23.3 All connected transactions have been fairly reflected in the Audited Accounts and June 2022 Accounts.
Arrangements with Connected Persons. 9.3.1 Save for (a) outstanding loans owing to certain shareholders of ESGL and (b) personal guarantees given by Q▇▇▇ ▇▇▇▇ ▇▇▇▇▇▇ in relation to the outstanding bank loans as disclosed in ESGL’s consolidated audited accounts, there is no indebtedness (actual or contingent) nor any indemnity, guarantee or security arrangement in the ESGL Group, any shareholder of ESGL and any current or former employee, current or former director or any current or former consultant of any ESGL Group Company.
9.3.2 None of the ESGL Group Companies is or has been party to any contract, arrangement or understanding with any current or former employee, current or former director or any current or former consultant of such ESGL Group Company or any Person connected with any of such Persons or any Person connected with any of such Persons, or in which any such Person is interested (whether directly or indirectly).
Arrangements with Connected Persons. There is not outstanding any agreement, arrangement or understanding (whether legally enforceable or not) to which any Group Company is a party and in which any Seller, Director or former director of any Group Company or any Connected Person is or has been interested whether directly or indirectly (other than any form of service agreement).
Arrangements with Connected Persons. 15.1 None of Cukurova, Cukurova Finance nor any Cukurova Director nor any Relevant Company nor any connected person or associate of any of them has any interest, direct or indirect, in any agreement or arrangement to which any Relevant Company or Turkcell Group Company is a party or in any business which has a close trading relationship with that of any Relevant Company or Turkcell Group Company or which is or is likely to become competitive with the business of any Relevant Company or Turkcell Group Company.
Arrangements with Connected Persons. 7.1.1. No member of the Vendors’ Group is party to any contract or arrangement with any current or former employee of any Business Vendor, other than on normal commercial terms in the ordinary course of business consistent with past practice.
7.1.2. There are no arrangements or contracts between the member of the Vendors’ Group and any Employee by which:
(a) any member of the Vendors’ Group has offered employment (conditionally or otherwise) to any Employee to take effect on or after Completion; or
(b) payments or benefits may be received by such Employee after Completion dependent on the discretion of any member of the Vendors’ Group (or any person acting on its behalf or instructions).