Common use of Certain Interests Clause in Contracts

Certain Interests. (a) Except as set forth in Schedule 2.28 of the Disclosure Schedule, no stockholder, officer or director of the Company and no relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such stockholder, officer or director: (i) has any direct or indirect financial interest in any competitor, supplier or customer of the Company ; provided, however, that the ownership of securities representing no more than one percent of the outstanding voting power of any competitor, supplier or customer, and which are also listed on any national securities exchange or Nasdaq, shall not be deemed to be a "financial interest" so long as the person owning such securities has no other connection or relationship with such competitor, supplier or customer; (ii) owns, directly or indirectly, in whole or in part, or has any other interest in any tangible or intangible property which the Company uses or has used in the conduct of the business of the Company or otherwise; or (iii) has outstanding any indebtedness of any kind to the Company. (b) Except as set forth in Schedule 2.28 of the Disclosure Schedule the Company has no liability or any other obligation of any nature whatsoever to any officer, director or stockholder of the Company or to any relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such officer, director or stockholder.

Certain Interests. (a) Except as set forth in Schedule 2.28 No officer, director or stockholder of the Disclosure ScheduleMorex, no stockholder, officer or director of the Company and no relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such stockholder, officer or director: (i1) except as set forth on Schedule 4.19(a), has any direct or indirect financial interest in any competitor, supplier or customer of the Company ; Morex, provided, however, that the ownership of securities representing no more than one percent 3% of the outstanding voting power of any competitor, supplier or customer, and which are also listed on any national securities exchange or Nasdaqtraded actively in the national over-the-counter market, shall not be deemed to be a "“financial interest" ” so long as the person Person owning such the securities has no other connection or relationship with such the competitor, supplier or customer; (ii2) owns, directly or indirectly, in whole or in part, or has any other interest in any tangible or intangible property which the Company Morex uses or has used in the conduct of the business of the Company Business or otherwise; or (iii3) has outstanding any indebtedness of any kind Indebtedness to the CompanyMorex. (b) Except as set forth in Schedule 2.28 of the Disclosure Schedule the Company Morex has no liability Indebtedness, Liabilities, or any other obligation of any nature whatsoever to to, any officer, director or stockholder of the Company Morex or to any relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such officer, director or stockholder.

Certain Interests. (a) Except as set forth in Schedule 2.28 Section 3.27 of the Disclosure Schedule, no stockholdershareholder, officer or director of the Company Sellers, the Companies and no relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such stockholdershareholder, officer or director: (ia) has any direct or indirect financial interest in any competitor, supplier or customer of the Company Companies or the Business; provided, however, that the ownership of securities representing no more than one percent of the outstanding voting power of any competitor, supplier or customer, customer and which that are also listed on any national securities exchange or Nasdaqexchange, shall not be deemed to be a "“financial interest" ” so long as the person Person owning such securities has no other connection or relationship with such competitor, supplier or customer; (iib) owns, directly or indirectly, in whole or in part, or has any other interest in in, any tangible or intangible property which that the Company Companies uses or has used in the conduct of the business of the Company Business or otherwise; or (iiic) has outstanding any indebtedness of any kind Indebtedness to the CompanyCompanies. (bd) Except as set forth in Schedule 2.28 none of the Disclosure Schedule Sellers or the Company Companies has no liability or any other obligation Liability of any nature whatsoever to any officer, director or stockholder shareholder of the Company Companies or to any relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such officer, director or stockholdershareholder.

Certain Interests. (a) Except as set forth in Schedule 2.28 of No officer, director, senior employee (being any employee whose Compensation is above £20,000) or the Disclosure ScheduleSeller, no stockholder, officer or director of the Company and no relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such stockholder, officer or directorindividual: (i1) has any direct or indirect financial interest in any competitor, supplier or customer of the Company ; Company, provided, however, that the ownership of securities shares representing no more than one percent 1% of the outstanding voting power of any competitor, supplier or customer, and which are also listed on any national securities exchange or Nasdaqtraded actively in the national over-the-counter market, shall not be deemed to be a "“financial interest" ” so long as the person Person owning such securities the shares has no other connection or relationship with such the competitor, supplier or customer;; or (ii2) owns, directly or indirectly, in whole or in part, or has any other interest in any tangible or intangible property which the Company uses or has used in the conduct of the business of the Company Business or otherwise; or (iii3) has outstanding any indebtedness of any kind Indebtedness to the Company. (b) Except as set forth in Schedule 2.28 of the Disclosure Schedule the The Company has no liability Indebtedness, Liabilities, or any other obligation of any nature whatsoever to any officer, director director, employee or stockholder of the Company or to any Seller, and no relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such officer, director or stockholderPerson.

Certain Interests. (a) Except as set forth disclosed in Schedule 2.28 of the Disclosure Schedule3.25, no stockholder, officer or director of the Company and no relative or spouse (or relative of such spouse) or immediate family member who resides with, or is a dependent of, any such stockholder, officer or director: (i) has any direct director or indirect financial interest in any competitor, supplier or customer of the Company ; Company, provided, however, that the ownership of securities representing no more than one (1) percent of the outstanding voting power of any competitor, supplier or customer, and which are also listed on any national securities exchange or Nasdaqtraded actively in the national over-the-counter market, shall not be deemed to be a "financial interest" so long as the person Person owning such securities has no other connection or relationship with such competitor, supplier or customer; (ii) owns, directly or indirectly, in whole or in part, or has any other interest in any tangible or intangible property which the Company uses or has used in the conduct of the business of the Company Business or otherwise; or or (iii) has outstanding any indebtedness of any kind Indebtedness to the CompanyCompany or a Shareholder. (b) Except as set forth disclosed in Schedule 2.28 of the Disclosure Schedule 3.25, the Company has no liability Liability or any other obligation of any nature whatsoever to any officer, director or stockholder Shareholder of the Company or to 32 any relative or spouse (or relative of such spouse) or immediate family member who resides with, or is a dependent of, any such officer, director or stockholderShareholder.

Certain Interests. (a) Except as set forth in on Schedule 2.28 of the Disclosure Schedule4.19, no stockholderofficer, officer director or director Shareholder of the Company iLead, and no relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such stockholderShareholder, officer or director: (i1) has any direct or indirect financial interest in any competitor, supplier or customer of the Company ; iLead, provided, however, that the ownership of securities representing no more than one percent 3% of the outstanding voting power of any competitor, supplier or customer, and which are also listed on any national securities exchange or Nasdaqtraded actively in the national over-the-counter market, shall not be deemed to be a "“financial interest" ” so long as the person Person owning such the securities has no other connection or relationship with such the competitor, supplier or customer; (ii2) owns, directly or indirectly, in whole or in part, or has any other interest in any tangible or intangible property which the Company iLead uses or has used in the conduct of the business of the Company Business or otherwise; or (iii3) has outstanding any indebtedness of any kind Indebtedness to the CompanyiLead. (b) Except as set forth in Schedule 2.28 of the Disclosure Schedule the Company iLead has no liability Indebtedness, Liabilities or any other obligation of any nature whatsoever to to, any officer, director manager or stockholder Shareholders of the Company iLead or to any relative or spouse (or relative of such spouse) who resides with, or is a dependent of, any such officer, director manager or stockholdermember.