ARRANGEMENTS WITH CONNECTED PERSONS ETC. 22.1 All amounts outstanding and appearing in the books of the Company and the Subsidiaries as loan accounts or as due to directors or shareholders wholly represent money or money's worth paid or transferred to the Company or the Subsidiaries as the case may be or remuneration accrued due and payable for services rendered. All amounts outstanding between the Transferors and the Company and the Subsidiaries are specifically disclosed in the Accounts.
22.2 There is not outstanding and there has not at any time been outstanding any contract or arrangement to which any of the Company and the Subsidiaries is a party and in which any of the Transferors or directors or officers of the Company or the Subsidiaries is or has been interested, whether directly or indirectly, other than arm's length service contracts and the Company or the Subsidiaries is not a party to, nor have its profits or financial position at any time been adversely affected by, any contract or arrangement which is not of an entirely arm's length nature; save as aforesaid, there are no agreements or understandings (whether legally enforceable or not) between the Company or the Subsidiaries and any person who is a shareholder or the beneficial owner of any interest in any of the them or any other company controlled by any such person relating to the management of the Company's or a Subsidiary'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 a Subsidiary or otherwise howsoever relating to the Company, a Subsidiary or its affairs.
22.3 All costs incurred by the Company and the Subsidiaries have been charged to the Company or the Subsidiaries, respectively.
22.4 None of the Transferors (or any person connected with the Transferors) is at the date hereof either individually or collectively or with any other person or persons engaged in any other business or concerned or interested in any way whatsoever in any other business of a similar nature to or competitive with that carried on by the Company or the Subsidiaries.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 5.2.1 There is no indebtedness (actual or contingent) nor any material indemnity, guarantee or security arrangement between any Business Seller or Group Company or member of the Vendor's Group and any current or former employee or director of any Group Company or Business Seller or any husband or wife of such persons.
5.2.2 No Business Seller or Group Company or member of the Vendor's Group is or has been party to any material contract, arrangement or understanding with any current or former employee of director of any Group Company or Business Seller or any husband or wife of such persons, or in which any such person as aforesaid is interested (whether directly or indirectly), other than on normal commercial terms in the ordinary course of business.
5.2.3 There are no existing contracts or arrangements with a value in excess of (pound)250,000 per annum between or involving any Business Seller or Group Company and any member of the Vendor's Group.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 5.2.1 There is no indebtedness (actual or contingent) nor any indemnity, guarantee or security arrangement between any Group Company or Vendor and any current or former employee, current or former director or any current or former consultant of any Group Company or any person connected with any of such persons.
5.2.2 No Group Company 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 any Group Company or any person connected with any of such persons, or in which any such person as aforesaid is interested (whether directly or indirectly).
5.2.3 [With the exception of the contracts and arrangements details of which are set out in the Disclosure Letter and which will be terminated by mutual consent prior to Completion without any liability for compensation or otherwise on the part of any Group Company,] there are no existing contracts or arrangements between or involving any Group Company and any of the Vendors and/or any director of any Group Company and/or any person connected with any of them.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 5.2.1 Except for salary and other employment benefits and reasonable expenses incurred in the ordinary course of business, there is no indebtedness (actual or contingent) nor any indemnity, guarantee or security arrangement between the Company or the Vendors and any current or former employee, current or former director or any current or former consultant of the Company or any person known by the Vendors to be connected with any of such persons.
5.2.2 Except for employment or consultancy agreements in the ordinary course of this Company's business or for its Articles of Association, the Company is not nor has it been party to any material contract or, arrangement with any current or former employee, current or former director or any current or former consultant of the Company or any person known by the Vendors to be connected with any of such persons, or in which any such person as aforesaid is known by the Vendors to be interested (whether directly or indirectly).
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 6.3.1 There is no indebtedness (actual or contingent) nor any indemnity, guarantee or security arrangement between any Group Company or any Vendor and any current or former employee, current or former director or any current or former consultant of any Group Company or any person connected with any of such persons.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 21.1 All amounts outstanding and appearing in the books of the Group Member as loan accounts or as due to directors or shareholders wholly represent money or money's worth paid or transferred to the Group Member as the case may be or remuneration accrued due and payable for services rendered. All amounts outstanding between the Vendors and the Group Member are specifically disclosed in the Accounts.
21.2 All costs incurred by the Group Member have been charged to the Group Member.
21.3 None of the Vendors (or any person connected with the Vendors) is at the date hereof either individually or collectively or with any other person or persons engaged in any other business or concerned or interested in any way whatsoever in any other business of a similar nature to or competitive with that carried on by the Group Member.
21.4 Notwithstanding the aforesaid, except:
(a) for relationships with the Group Member as an officer, director, or employee thereof (and compensation by the Group Member in consideration of such services);
(b) for relationships with the Group Member as shareholders none of the directors, officers, or holders of 5% or more of the equity interest (or any family member of any of the foregoing), is presently a party to, or was a party to during the year preceding the date of this Agreement, any transaction with the Group Member, involving more than US$20,000, including, any contract, agreement, or other legally binding arrangement (i) providing for the furnishing of services to or by, (ii) providing for rental of real or personal property to or from, or (iii) otherwise requiring payments to or from, any such person or any corporation, partnership, trust, or other entity in which any such person has or had a 5% or more interest (as a shareholder, partner, beneficiary, or otherwise) or is or was a director, officer, employee, or trustee. None of any Group Member's officers or directors has any interest in any property, real or personal, tangible or intangible, used in the business of the Group Member.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 12.1 All amounts outstanding and appearing in the books of the Company as loan accounts or as due to directors or shareholders wholly represent money or money’s worth paid or transferred to the Company as the case may be or remuneration accrued due and payable for services rendered. All amounts outstanding between the Vendor or any of its associates and the Company are specifically disclosed in the Accounts.
12.2 There is not outstanding and there has not at any time been outstanding any contract or arrangement to which the Company is a party and in which any of the Vendor, its directors or officers or directors or officers of the Company is or has been interested, whether directly or indirectly, other than arm’s length service contracts and the Company is not a party to, nor have its profits or financial position at any time been 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 such term is defined in Chapter 14A of the Listing Rules) relating to the Company; save as aforesaid, there are no 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 otherwise howsoever relating to the Company or its affairs.
12.3 All costs incurred by the Company have been charged to the Company and not borne by the Vendor or its associates.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. The Company has not made any gift or loan to, or provided any guarantee or security for a loan made by any other person to, any Vendor or director or former director or any of their respective associated persons nor has it been a party to any transaction or arrangement with any of the foregoing other than arm's length service contracts, and the Company's profits or financial position have not at any time been adversely affected by any contract or arrangement which is not of an entirely arm's-length nature.
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 11.1 All amounts outstanding and appearing in the books of the Company as loan accounts or as due to shareholders wholly represent money or money’s worth paid or transferred to the Company as the case may be or remuneration accrued due and payable for services rendered.
11.2 So far as the Vendor is aware, there is no outstanding contract or arrangement to which the Company is a party and in which any of the Vendor or directors or officers of the Company is interested, whether directly or indirectly, other than arm’s length service contracts and the Company is not a party to, any contract or arrangement which is not of an entirely arm’s length nature
ARRANGEMENTS WITH CONNECTED PERSONS ETC. 6.2.1 There is no indebtedness (actual or contingent) exceeding in each case (pound)25,000 and arising other than in the ordinary course of business nor any indemnity, guarantee or security arrangement between any Group Company or Vendor or any current or former employee, current or former director or any current or former consultant of any Group Company or any person connected with any of such persons.
6.2.2 With the exception of matters relating to terms of employment and remuneration in each case entered into in the ordinary course of business of the relevant Group Company, no Group Company is or has been party to any contract, arrangement or understanding with (i) any current or former employee, current or former director or any current or former consultant of any Group Company or any person connected with any of such persons, or (ii) in which current or former employee, current or former director or any current or former consultant of any Group Company or any person connected with any of such persons is interested (whether directly or indirectly).
6.2.3 There are no existing contracts or arrangements between or involving any Group Company and any of the Vendors and/or any director of any Group Company and/or any person connected with any of them.
