Business Opportunities; No Duty to Provide Information Sample Clauses

Business Opportunities; No Duty to Provide Information. (a) Each of the Partnership and the Partners acknowledges and agrees that the Partners and their respective Affiliates: (i) have engaged in, prior to the date hereof, and may engage in, on or after the date of this Agreement, subject to compliance with the terms of this Agreement, businesses that directly or indirectly compete with the business of the Partnership and its Affiliates as conducted from time to time; (ii) have made, prior to the date hereof, and may make, on and after the date of this Agreement, subject to compliance with the terms of this Agreement, investments (by way of capital contributions, loans or otherwise) in Persons engaged in businesses that directly or indirectly compete with the business of the Partnership and its Affiliates as conducted from time to time; and (iii) have engaged, prior to the date hereof, and may, subject to compliance with the terms of this Agreement, engage, on and after the date hereof, in other transactions with and with respect to Persons engaged in businesses that directly or indirectly compete with the business of the Partnership and its Affiliates as conducted from time to time. Except as otherwise expressly set forth in this Agreement, the Partnership and the Partners agree that any involvement, engagement or participation of the Partners and their respective Affiliates in such investments, transactions and businesses, even if competitive with the Partnership or its Affiliates, will not be deemed wrongful or improper or to violate any duty express or implied under applicable law or this Agreement (subject to Section 5.4) and shall not be deemed a conflict of interest. For the purposes of clarity, no Investor shall be deemed to violate this Section 3.3 if it or any of its Affiliates shall invest in a fund or other entity, whether or not such Investor Controls such fund or entity, that makes an investment that directly or indirectly competes with the Partnership or its Affiliates.
Sample 1
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Business Opportunities; No Duty to Provide Information. (a) Each of the Company and the Members acknowledges and agrees that the Members and their respective Affiliates (including any Board Designees and Board Observers): (i) have engaged in, prior to the date hereof, and may engage in, on or after the date of this Agreement, subject to compliance with the terms of this Agreement, in businesses that directly or indirectly compete with the business of the Company and its Affiliates as conducted from time to time; (ii) have made, prior to the date hereof, and may make, on and after the date of this Agreement, subject to compliance with the terms of this Agreement, investments (by way of capital contributions, loans or otherwise) in Persons engaged in businesses that directly or indirectly compete with the business of the Company and its Affiliates as conducted from time to time; and (iii) have engaged, prior to the date hereof, and may, subject to compliance with the terms of this Agreement, engage, on and after the date hereof, in other transactions with and with respect to Persons engaged in businesses that directly or indirectly compete with the business of the Company and its Affiliates as conducted from time to time. Except as otherwise expressly set forth in this Agreement, the Company and the Members agree that any involvement, engagement or participation of the Members and their respective Affiliates (including any Board Designees or Board Observers) in such investments, transactions and businesses, even if competitive with the Company or its Affiliates, will not be deemed wrongful or improper or to violate any duty express or implied under applicable law or this Agreement (subject to Section 5.4) and shall not be deemed a conflict of interest. For the purposes of clarity, no Investor shall be deemed to violate this Section 3.3 if it or any of its Affiliates shall invest in a fund or other entity, whether or not such Investor Controls such fund or entity, that makes an investment that directly or indirectly competes with the Company or its Affiliates.
Sample 1

Related to Business Opportunities; No Duty to Provide Information

  • Agreement to Provide Information Intermediary agrees to provide the Fund, upon written request, the taxpayer identification number (“TIN”), the Individual Taxpayer Identification Number (“ITIN”), or other government-issued identifier (“GII”), if known, of any or all Shareholder(s) of the account and the amount, date, name or other identifier of any investment professional(s) associated with the Shareholder(s) or account (if known), and transaction type (purchase, redemption, transfer, or exchange) of every purchase, redemption, transfer, or exchange of Shares held through each account maintained by the Intermediary during the period covered by the request.

  • Obligation to Provide Information Each party’s obligation to provide information shall be as follows:

  • Provide Information The Client will provide or cause to be provided to the Custodian all data, information, documents and instructions concerning the Client and the investment activity of the Client in relation to the Portfolio as may be reasonably necessary or as the Custodian may reasonably request, in each case in a complete, accurate and timely manner, in order to enable the Custodian to discharge its duties under this Agreement.

  • LIFE COMPANY TO PROVIDE DOCUMENTS; INFORMATION ABOUT AVIF (a) LIFE COMPANY will provide to AVIF or its designated agent at least one (1) complete copy of all SEC registration statements, Account Prospectuses, reports, any preliminary and final voting instruction solicitation material, applications for exemptions, requests for no-action letters, and all amendments to any of the above, that relate to each Account or the Contracts, contemporaneously with the filing of such document with the SEC or other regulatory authorities.

  • Business Information All Business Information shall be owned jointly by the Members as their Ownership Interests are determined pursuant to this Agreement. Both before and after the termination of the Company, all Business Information may be used by either Member for any purpose, whether or not competitive with the Business, without consulting with, or obligation to, the other Member. Except as provided in Sections 13.3 and 13.4, or with the prior written consent of the other Member, each Member shall keep confidential and not disclose to any third party or the public any portion of the Business Information that constitutes Confidential Information.

  • Confidential Business Information As used in this Agreement, the term “Confidential Business Information” means any and all of the Company’s trade secrets, confidential and/or proprietary information, and all other information and data that is not generally known to third persons who could derive economic value from its use or disclosure, including, but not limited to, the Company’s strategies, methods, products, software, designs, drawings, books, records, data, and technical information concerning its products, equipment, services and processes, procurement procedures and pricing techniques; the methods though which the Company identifies, hires, trains and compensates its employees; details regarding the Company’s employees, including their compensation, contact information, and their performance and conduct; methods to locate and qualify contractors, vendors and third party affiliates; the identity of and other information (such as credit and financial data) concerning the Company’s contractors, vendors and third party business affiliates; the individuals, and their contact Information, at contractors, vendors and third party business affiliates with whom the Company has dealt; the amounts and types of goods and/or services purchased in the past from contractors, vendors and third party business affiliates; the amounts paid for such past purchases; the identity of the Company’s customers; the individuals, and their contact information, at customers with whom Employee has dealt; the amounts and types of products and services purchased in the past by such customers; the amount paid for such past purchases, the timing of such past purchases, and the method of payment for such past purchases; the Company’s plans for future products and services; the details of any ongoing or planned negotiations for future products and services; and the Company’s plans for the future, including without limitation plans for its products and services, for geographic and customer markets, and for marketing, promoting, selling, distributing and providing its products and services.

  • Confidentiality/Protection of Customer Information The Company shall keep confidential and shall not divulge to any party, without the Purchaser's prior written consent, the price paid by the Purchaser for the Mortgage Loans, except to the extent that it is reasonable and necessary for the Company to do so in working with legal counsel, auditors, taxing authorities or other governmental agencies. Each party agrees that it shall comply with all applicable laws and regulations regarding the privacy or security of Customer Information and shall maintain appropriate administrative, technical and physical safeguards to protect the security, confidentiality and integrity of Customer Information, including maintaining security measures designed to meet the objectives of the Interagency Guidelines Establishing Standards for Safeguarding Customer Information, 66 Fed. Reg. 8616 (the "Interagency Guidelines"). For purposes of this Section, the term "Customer Information" shall have the meaning assigned to it in the Interagency Guidelines.

  • Confidential Information of the Fund All Confidential Information of the Fund shall be and shall remain the property of the Fund.

  • Inventions and Proprietary Information Prohibition on Third Party Information A. Proprietary Information Agreement. Executive acknowledges that he has signed and remains bound by the terms of the Company’s Proprietary Information and Inventions Agreement, which is attached as Exhibit B (“Proprietary Information Agreement”).

  • Agreement to Provide Shareholder Information 1. Each Intermediary agrees to provide the Fund, upon written request, the following shareholder information with respect to Covered Transactions involving the Funds:

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