Competing Investments Sample Clauses

Competing Investments. From and after the date hereof, and following the Closing for so long as the Ownership Cap is 18% or more and no Trigger Event or Release Event shall have occurred, the Company shall not consummate or agree pursuant to a binding agreement to consummate a Competing Investment at any time prior to the fourth anniversary of the date of this Agreement. So long as the Ownership Cap is 18% or more and no Trigger Event or Release Event shall have occurred, the Company shall not consummate or agree pursuant to a binding agreement to consummate a Competing Investment at any time after the fourth anniversary of the date of this Agreement, unless (a) the Company shall have provided the Investor prior written notice of such proposed Competing Investment at least 30 days prior to the earlier of the consummation of or the entering into a binding agreement providing for such Competing Investment specifying the principal terms thereof (including the form and amount of such Competing Investment and the identity of the Competitor proposing to make such Competing Investment) (such notice, the "Competing Investment Notice") and (b) the Competitor shall have agreed in the Competitor Agreement or otherwise that (x) neither it nor any of its Affiliates or Associates (including any of its designees on the Board) will have access to any DuPont Proprietary Information or Joint Intellectual Property (as such terms are defined in the Research Alliance Agreement) except pursuant to a sublicense from the Company with respect to Pioneer Products (as defined in the Research Alliance Agreement) that is permitted pursuant to the Research Alliance Agreement, (y) upon any breach of the agreement referred to in clause (x) above, and so long as the Investor shall have the right to designate any Investor Nominees for election or appointment to the Board pursuant to Section 5 (and without limiting any other remedies the Investor may otherwise have), the Competitor will cause all designees of the Competitor on the Board to immediately resign and the Competitor will not have any rights to nominate any other persons to the Board, and (z) the provisions of the agreement referred to in this clause (b) shall be for the express benefit of the Investor and the Investor shall be a third party beneficiary thereof. The Investor shall have the right, which may be exercised by written notice to the Company delivered during the period commencing on the date of delivery of the Competing Investment Notice to th...
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Competing Investments. 51 Section 6.10. Rights of the Company upon a Trigger Event.........54
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Competing Investments. Unless approved in advance pursuant to Section --------------------- 2.6(p) and by the Stockholders' Representative, no Evercore Stockholder and no Affiliate of any Evercore Stockholder shall make any direct or indirect equity investment in any business or Person anywhere engaged principally (a) in the business of providing contract staffing services (including, without limitation, in the areas of finance, accounting or information systems) or (b) in any other business engaged in by the Company or by RCLLC on or prior to the date hereof. Notwithstanding the foregoing, nothing contained herein shall limit the right of the Evercore Stockholders and their Affiliates to Beneficially Own as a passive investment the securities of any Person that are publicly traded on a national securities exchange or a generally recognized over-the-counter market; provided, however, that the Evercore Stockholders and their Affiliates shall not Beneficially Own, in the aggregate, more than 10% of the outstanding voting securities of any such Person.
Sample 1
Competing Investments. HVCC does not own, beneficially or of record, any material interest in, and does not control, any entity that is engaged in the business of providing systems that control temperature, humidity, heating and air conditioning for guest rooms in the hospitality industry (the "Business") in competition with Purchaser or the Company. To the best of its knowledge, HVCC does not know of any investment contemplated or proposed to be made by it in any entity that is engaged in the Business in competition with Purchaser or the Company.
Sample 1
Competing Investments. The General Partner confirms that nothing in the Agreement, the Subscription Agreement or this Letter Agreement shall be deemed to prevent the Investor from investing in other entities similar to the Partnership that compete with the Partnership for investments.
Sample 1

Related to Competing Investments

  • Existing Investments Existing investments by investors of either Contracting Party have carried on the territory of the other Contracting Party before the entry into force of this agreement are also subject to the provisions of this Agreement. However, these provisions do not apply retroactively to activities carried out before the entry into force of this Agreement.

  • Investments No more than 45% of the “value” (as defined in Section 2(a)(41) of the Investment Company Act of 1940, as amended (“Investment Company Act”)) of the Company’s total assets consist of, and no more than 45% of the Company’s net income after taxes is derived from, securities other than “Government Securities” (as defined in Section 2(a)(16) of the Investment Company Act) or money market funds meeting the conditions of Rule 2a-7 of the Investment Company Act.

  • Other Business Activities of the Holders Each Holder acknowledges that the other Holders may make loans or otherwise extend credit to, and generally engage in any kind of business with, any Borrower Party Affiliate, and receive payments on such other loans or extensions of credit to any Borrower Party Affiliate and otherwise act with respect thereto freely and without accountability, but only if none of the foregoing violate the Mortgage Loan Documents, in the same manner as if this Agreement and the transactions contemplated hereby were not in effect.

  • Other Business Ventures The Executive agrees that, so long as he is employed by the Company, he will not own, directly or indirectly, any controlling or substantial stock or other beneficial interest in any business enterprise which is engaged in, or competitive with, any business engaged in by the Company. Notwithstanding the foregoing, the Executive may own, directly or indirectly, up to 5% of the outstanding capital stock of any business having a class of capital stock which is traded on any national stock exchange or in the over-the-counter market.

  • Investments; Joint Ventures Borrower shall not, and shall not permit any of its Subsidiaries to, directly or indirectly, make or own any Investment in any Person, including any Joint Venture, except: (i) Borrower and its Subsidiaries may make and own Investments in Cash and Cash Equivalents; (ii) Borrower and its Subsidiaries may (a) make and own Investments in any Loan Party, and (b) make and own Investments in any Subsidiaries of Borrower that are not Loan Parties in aggregate amount not to exceed $750,000; (iii) Borrower and its Subsidiaries may make intercompany loans to the extent permitted under subsection 7.1(iv); (iv) Borrower and its Subsidiaries may make Consolidated Capital Expenditures permitted by subsection 7.8; (v) Borrower and its Subsidiaries may continue to own the Investments owned by them as of the Closing Date and described in Schedule 7.3 annexed hereto; (vi) Borrower and its Subsidiaries may make and own Investments in shares of capital stock, evidence of Indebtedness or other security acquired in consideration for or as evidence of past-due or restructured Accounts in an aggregate face amount of such Accounts at any time not to exceed $500,000; (vii) Borrower and its Subsidiaries may make and own Investments in non-cash consideration received in connection with any Asset Sale otherwise permitted hereby; (viii) Borrower and its Subsidiaries may make and own Investments with respect to any obligation to indemnify their respective officers and directors to the fullest extent permitted by the corporation or limited liability company law of the jurisdiction of such Person's organization; (ix) Borrower and its Subsidiaries may make and own Investments in loans and advances (a) to their respective employees for moving, entertainment, travel and other similar expenses in the ordinary course of business not to exceed $250,000 in the aggregate at any time outstanding, or (b) to their respective employees and to their respective independent sales representatives secured by the pledge of shares of Borrower Common Stock made to finance the purchase by such employees (or representatives) of such stock, not to exceed $1,000,000 in the aggregate at any time outstanding; (x) Borrower and its Subsidiaries may make acquisitions permitted pursuant to subsection 7.7; and (xi) Borrower and its Subsidiaries may sell inventory on credit in the ordinary course of business.

  • Competing Activities Notwithstanding any duty otherwise existing at law or in equity, (i) neither a Member nor a Manager of the Company, or any of their respective affiliates, partners, members, shareholders, directors, managers, officers or employees, shall be expressly or impliedly restricted or prohibited solely by virtue of this Agreement or the relationships created hereby from engaging in other activities or business ventures of any kind or character whatsoever and (ii) except as otherwise agreed in writing or by written Company policy, each Member and Manager of the Company, and their respective affiliates, partners, members, shareholders, directors, managers, officers and employees, shall have the right to conduct, or to possess a direct or indirect ownership interest in, activities and business ventures of every type and description, including activities and business ventures in direct competition with the Company.

  • Other Business Activities of the Noteholders Each Noteholder acknowledges that each other Noteholder or its Affiliates may make loans or otherwise extend credit to, and generally engage in any kind of business with, (i) (a) the Mortgage Loan Borrower or (b) any direct or indirect parent of the Mortgage Loan Borrower or (c) any Affiliate of the Mortgage Loan Borrower or (d) any Affiliate of any direct or indirect parent of the Mortgage Loan Borrower, (ii) any entity that is a holder of debt secured by direct or indirect ownership interests in the Mortgage Loan Borrower or any Affiliate of the holder of such debt, or (iii) any entity that is a holder of a preferred equity interest in the Mortgage Loan Borrower or any Affiliate of a holder of such preferred equity (each, a “Mortgage Loan Borrower Related Party”), and receive payments on such other loans or extensions of credit to Mortgage Loan Borrower Related Parties and otherwise act with respect thereto freely and without accountability in the same manner as if this Agreement and the transactions contemplated hereby were not in effect.

  • Other Business Activities During the Term, Employee will not, without the prior written consent of the Company, directly or indirectly engage in any other business activities or pursuits whatsoever, except activities in connection with any charitable or civic activities, personal investments and serving as an executor, trustee or in other similar fiduciary capacity; provided, however, that such activities do not interfere with his performance of his responsibilities and obligations pursuant to this Agreement.

  • Other Businesses Each Member and Manager may engage in any business whatsoever, including a business that is competitive with the business of the Company, and the other Members shall have no interest in such businesses and no claims on account of such businesses, whether such claims arise under the doctrine of “corporate opportunity,” an alleged fiduciary obligation owed to the Company or its members, or otherwise. Without limiting the preceding sentence, the Members acknowledge that the Manager and/or its affiliates intend to sponsor, manage, invest in, and otherwise be associated with other entities and business investing in the same assets classe(es) as the Company, some of which could be competitive with the Company. No Member shall have any claim against the Manager or its affiliates on account of such other entities or businesses.

  • Other Business Activities of the Note Holders Each Note Holder acknowledges that each other Note Holder or its Affiliates may make loans or otherwise extend credit to, and generally engage in any kind of business with, the Mortgage Loan Borrower or any Affiliate thereof, any entity that is a holder of debt secured by direct or indirect ownership interests in the Mortgage Loan Borrower or any entity that is a holder of a preferred equity interest in the Mortgage Loan Borrower (each, a “Mortgage Loan Borrower Related Party”), and receive payments on such other loans or extensions of credit to Mortgage Loan Borrower Related Parties and otherwise act with respect thereto freely and without accountability in the same manner as if this Agreement and the transactions contemplated hereby were not in effect.

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