Competitive Transactions. Any Manager, Owner or any Affiliate thereof, or any shareholder, officer, director, employee, partner, member, manager or any Person owning an interest therein, may engage in or possess an interest in any other business or venture of any nature or description, whether or not competitive with the Company, including, but not limited to, the acquisition, syndication, ownership, financing, leasing, operation, maintenance, management and development of property similar to the Business and no Manager, Owner or any Affiliate, or other Person shall have any interest in such other business or venture by reason of their interest in the Company.
Competitive Transactions. Except as set forth in the Investment Policy Agreement, any Owner or any Affiliate thereof, or any shareholder, officer, director, employee, partner, member, manager or any Person owning an interest therein, may engage in or possess an interest in any other business or venture of any nature or description, whether or not competitive with the Company, including, but not limited to, the acquisition, syndication, ownership, financing, leasing, operation, maintenance, management, brokerage, construction and development of property similar to the Project and no Owner or any Affiliate, or other Person shall have any interest in such other business or venture by reason of their interest in the Company.
Competitive Transactions. 1. For the account of the Trustee (including other Trust Assets accepted on trust by the Trustee) or the Interested Parties of the Trustee, the Trustee may conduct transactions similar to the transactions as set forth in Articles 22 and 23 hereof, to the extent they are not intended to harm the interests of the Beneficiaries.
2. In case of the preceding Paragraph, the Trustee shall not provide the notice under Article 32, Paragraph 3 of the Trust Act.
Competitive Transactions. Section 4.1 shall not prohibit AWS and its affiliates from entering into a merger, consolidation, joint venture, purchase, investment, exchange or sale of assets, issuance or sale of securities, or other business combination transaction, with a person unaffiliated with AWS, that results in the Surviving Entity or its controlled affiliates owning, managing, operating or controlling systems providing Competitive Services in one or more of the ACC Markets ("Competitive Systems") (any such transaction, subject to the next sentence, being referred to as a "Competitive Transaction"); provided, that (i) (A) upon consummation of the Competitive Transaction, the number of Overlap Pops is less than * of the number of Transaction Pops or (B) within 180 days following consummation of the Competitive Transaction, the Surviving Entity and its controlled affiliates shall have ceased to own, manage, operate or control sufficient Competitive Systems such that the number of Overlap Pops is then less than * of the number of Transaction Pops and (ii) AWS complies with the provisions of paragraph (b) below. For * Confidential information has been omitted and filed separately with the Securities and Exchange Commission. 8 the avoidance of doubt and notwithstanding the foregoing, any transaction permitted by Section 4.1(b)(ii) shall not be considered a Competitive Transaction.
(b) AWS will notify ACC of the execution of definitive agreements relating to a Competitive Transaction and will offer to sell, or (if AWS is not the Surviving Entity) to arrange for the Surviving Entity to sell, any or all of the Competitive Systems to ACC at their Fair Market Value (the "ACC Purchase"). If any dispute arises as to the Fair Market Value such dispute shall be resolved in accordance with Article 8. ACC shall have 30 days from the receipt of such offer to elect to purchase any or all of the Competitive Systems. If ACC elects to purchase one or more of the Competitive Systems within such 30-day period, ACC will promptly enter into a purchase and sale agreement on commercially reasonable terms with AWS or the Surviving Entity. The consummation of the ACC Purchase will be scheduled to occur within a reasonable period of time following the consummation of the Competitive Transaction. If ACC notifies AWS or the Surviving Entity within such 30-day period that ACC would have elected to purchase one or more of the Competitive Systems but for applicable FCC regulations prohibiting such purchase (such...
Competitive Transactions. At least three competitive prices are required for each trade involving an individual security to ensure a diversified and competitive selection of investment instruments. Adequate documentation of the bid process should be maintained.[AC3]
Competitive Transactions. Coach diligently must avoid entering into any binding arrangement with a competitor of that Company. Coach must submit each proposed outside consulting agreement to the University for the Director’s review and approval before signing it.
Competitive Transactions. Clause 2.6 shall not apply to a Third Party that is not an Affiliate of Heptares at the Effective Date but subsequently becomes an Affiliate as a result of a merger with or acquisition of Heptares occurring after the Effective Date (each a "Competitive Transaction"), provided however that if at the time of such Competitive Transaction the Third Party counterparty (that becomes an Affiliate) is Developing or Commercializing a Competitive Product or if such Affiliate thereafter commences Developing or Commercializing a Competitive Product, then such Affiliate may continue to Develop and Commercialize such Competitive Product but may not, directly or indirectly use or practice under any of the Heptares Platform, Heptares Platform IP, Heptares Platform Improvements, or Licensed IP, including Heptares Existing Compound Patents, Arising IP, Neurocrine Background IP or Reversion IP in connection therewith.
Competitive Transactions. Section 4.1 shall not prohibit AWS and its affiliates from entering into a merger, consolidation, joint venture, purchase, investment, exchange or sale of assets, issuance or sale of securities, or other business combination transaction, with a person unaffiliated with AWS, that results in the Surviving Entity or its controlled affiliates owning, managing, operating or controlling systems providing Competitive Services in one or more of the DCS Markets ("Competitive Systems") (any such transaction, subject to the next sentence, being referred to as a "Competitive Transaction"); provided, that (i) upon consummation of the Competitive Transaction, the number of Overlap Pops is less than 25% of the number of Transaction Pops or (ii) within 180 days following consummation of the Competitive Transaction, the Surviving Entity and its controlled affiliates shall have ceased to own, manage, operate or control sufficient Competitive Systems such that the number of Overlap Pops is then less than 25% of the number of Transaction Pops. AWS will not expand, within the DCS Markets, the footprint of any Competitive System that it retains.
Competitive Transactions. (a) Except as provided in subsection (b) below, nothing contained in this Agreement shall be construed so as to prohibit any Member or Manager, any Affiliate of, or any director, officer, employee, advisor, partner or other person or entity related to, any Member or Manager from owning, operating or investing in any real estate or real estate development not owned or operated by the Company, wherever located and whether or not the same competes with the Properties and neither the Company nor any Member or Manager or any Affiliate or entity related to any of them shall have any rights by virtue of this Agreement in and to said independent ventures or to the income or profits derived therefrom.
(b) No Member or Affiliate of a Member may solicit or seek to entice any tenant or occupant of space at any Property, or any Person negotiating for space at any Property, to lease space at an office property not owned, directly or indirectly, by the Company which is located within three and one-half (3.5) miles of such Property (any such office property, a “Competitive Property”); provided, however, that any Member or Affiliate of a Member may negotiate with, or lease space in a Competitive Property to, any tenant or occupant of space at a Property who initiates the inquiry about leasing space at such Competitive Property or responds to general advertising about the availability of space at such Competitive Property so long as such Member or Affiliate of a Member uses good faith efforts to show such prospective tenants available space at the Property as well as at the Competitive Property consistent with such prospective tenants’ stated needs.
Competitive Transactions. 1 2. Definitions ..................................................................................................................................................... 1 3.
