Insider Agreements. There is not, and during the three years ending on the date of this Agreement, there has not been, any agreement or arrangement (legally enforceable or not) to which any Group Company is or was a party and in which any of the Vendor, a director or former director of any Group Company or a person connected with any of them is or was interested in any way. For this purpose, "
Insider Agreements. There is not, and during the nine months ending on the date of this Agreement there has not been, any agreement or arrangement (legally enforceable or not) to which the Company is or was a party and in which the Sellers, a director or former director of the Company or a person connected with any of them is or was interested in any way. For this purpose, "
Insider Agreements. 37.1 The business of the Company is not carried on by or for the benefit of any person other than the Company.
37.2 None of the Sellers nor any person connected with any of the Sellers is, or has at any time in the five years prior to the date of this agreement, been involved, engaged or interested in any other company or business which in any way overlaps or competes with, or is likely to compete with, or has in any way affected the trading results and performance of the Company.
37.3 There is, and during the three years ending on the date of this agreement there has been, no agreement or arrangement (legally enforceable or not) affecting the Company to which a Seller is or was a party and in which a Seller, a director or former director of the Company or a person connected with any of them is or was interested in any way, other than a bona fide contract of employment made between the Company and a Seller or a director or former director of the Company in the normal and ordinary course of business.
37.4 Save in respect of properly accrued remuneration or business expenses, there is no amount owing by the Company to any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) nor does any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) have any claims against the Company on any account whatsoever including claims for compensation for loss of office, unfair dismissal or redundancy.
37.5 There is no amount owing to the Company from any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) nor does the Company have any claims against any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) on any account whatsoever.
Insider Agreements. There is not, and during the three years ending on the date of this Agreement there has not been, any agreement or arrangement (legally enforceable or not) to which the Company is or was a party and in which the Managers or Sellers under the Share Sale Agreement, a director or former director of the Company or a person connected with any of them is or was interested in any way. For this purpose, “connected” has the meaning given by section 839 of the Taxes Act, except that in construing section 839 “control” has the meaning given by section 840 or section 416 of the Taxes Act so that there is control whenever either section 840 or 416 requires.
Insider Agreements. 32.1 The Group’s business is not carried on by or for the benefit of any person other than the Group.
32.2 Neither a Seller nor any person connected with a Seller is, or has in the last five years been, involved, engaged or interested in any other Group or business which overlaps or competes with, or is likely to compete with, or has affected the trading results and performance of, the Group.
32.3 There is no, and during the last three years there has not been any, agreement or arrangement (legally enforceable or not) affecting the Group to which a Seller is or was a party and in which a Seller, an officer or former officer of the Group (or a person connected with any of them) is or was interested, other than a bona fide contract of employment made between the Group and such a person in the normal and ordinary course of business.
32.4 Other than properly accrued remuneration or business expenses details of which have been Disclosed:
32.4.1 there is no amount owing by the Group to any Seller, officer or former officer of the Group (or any person connected with any such person); and
32.4.2 no Seller, officer or former officer of the Group (or any person connected with any such person) has any claim against the Group on any account whatsoever, including any claim for compensation for loss of office, unfair dismissal or redundancy.
32.5 There is no amount owing to the Group from any Seller, officer or former officer of the Group (or any person connected with any such person). The Group has no claim against any Seller, officer or former officer of the Group (or any person connected with any such person) on any account whatsoever.
Insider Agreements. There is, and during the three years ending on the date of this Agreement there has been, no agreement or arrangement (legally enforceable or not) to which a Group Company is or was a party and in which either AMEC or any member of the AMEC Retained Group, a director or former director of a Group Company or a person connected with any of them is or was interested in any way. For this purpose, "
Insider Agreements. 29.1 The business of the Company is not carried on by or for the benefit of any person other than the Company.
29.2 None of the Sellers nor any person connected with any of the Sellers has any direct or indirect interest in any business which has a close trading relationship with the Company or which is, or is likely to become, competitive with the Company.
29.3 There is, and during the three years ending on the date of this agreement there has been, no agreement or arrangement (legally enforceable or not) affecting the Company to which a Seller is or was a party and in which a Seller, a director or former director of the Company or a person connected with any of them is or was interested in any way, other than a bona fide contract of employment made between the Company and a Seller or a director or former director of the Company in the ordinary course of business.
29.4 Save in respect of properly accrued remuneration or business expenses, there is no amount owing by the Company to any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) nor does any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) have any claims against the Company on any account whatsoever including claims for compensation for loss of office, unfair dismissal or redundancy.
29.5 There is no amount owing to the Company from any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) nor does the Company have any claims against any Seller, director or former director of the Company (or any person connected with any such Seller, director or former director) on any account whatsoever.
Insider Agreements not, without the prior written consent of the Buyer, enter into an agreement or arrangement in which either of the Sellers or any member of either of the Sellers’ Groups, or a director or former director of the Company or either of the Sellers, or a member of either of the Sellers’ Groups is interested;
Insider Agreements. (a) Concurrently with the execution and delivery of this Agreement, the Company shall cause to be executed and delivered to Acquiror a voting and support agreement, in the form attached hereto as Exhibit A, approving this Agreement and the consummation of the Contemplated Transactions, executed by each member of the Company Board.
(b) Concurrently with the execution and delivery of this Agreement, the Company shall cause to be executed and delivered to Acquiror a non-competition agreement, in the form attached hereto as Exhibit B, executed by each member of the Company Board.
Insider Agreements. Lock-up and Right of First Refusal Agreements, as contemplated by paragraphs (g) and (h) of the Letter of Intent, signed by each of the persons listed on Schedule 4.2.6.
