Common use of Interest in Customers and Suppliers; Affiliate Transactions Clause in Contracts

Interest in Customers and Suppliers; Affiliate Transactions. Except ----------------------------------------------------------- as described on Schedule 4.21 ("Affiliate Transactions"), no Stockholder, ------------- Affiliate (hereinafter defined) of a Stockholder or Affiliate of the Company or any Company Subsidiary (i) possesses, directly or indirectly, any financial interest in, or is a director, officer, employee or affiliate of, any corporation, firm, association or business organization that is a client, supplier, customer, lessor, lessee or competitor of the Company or any Company Subsidiary, (ii) owns, directly or indirectly, in whole or in part, or has any interest in any material tangible or intangible property used in the conduct of the Business, or (iii) is a party to an agreement or relationship, that involves the receipt by such person of compensation or property from the Company or any Company Subsidiary other than through a customary employment relationship. Except as disclosed on Schedule 4.21, each Affiliate Transaction was effected on ------------- terms substantially equivalent to those which would have been established in an arm's-length transaction. As of the Closing Date, all amounts owed by a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary to the Company or any Company Subsidiary, and all amounts owed by the Company or any Company Subsidiary to a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary, shall have been settled and satisfied.

Interest in Customers and Suppliers; Affiliate Transactions. Except ----------------------------------------------------------- as described on Schedule 4.21 ("Affiliate Transactions"), no Stockholder, ------------- Affiliate (hereinafter defined) of a Stockholder or Affiliate of the Company or any Company Subsidiary (i) possesses, directly or indirectly, any financial interest in, or is a director, officer, employee or affiliate of, any corporation, firm, association or business organization that is a client, supplier, customer, lessor, lessee or competitor of the Company or any Company Subsidiary, (ii) owns, directly or indirectly, in whole or in part, or has any interest in any material tangible or intangible property used in the conduct of the Business, or (iii) is a party to an agreement or relationship, that involves the receipt by such person of compensation or property from the Company or any Company Subsidiary other than through a customary employment relationship. Except as disclosed on Schedule 4.21, each Affiliate Transaction was effected on ------------- terms substantially equivalent to those which would have been established in an arm's-length transaction. As of the Closing Date, except as described on Schedule 4.21, all amounts owed by a Stockholder, any Affiliate of a Stockholder ------------- or any Affiliate of the Company or any Company Subsidiary to the Company or any Company Subsidiary, and all amounts owed by the Company or any Company Subsidiary to a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary, shall have been settled and satisfied.

Interest in Customers and Suppliers; Affiliate Transactions. Except ----------------------------------------------------------- as described on Schedule 4.21 and except for ownership as an investment of not more than one percent ("Affiliate Transactions")1%) of any class of capital stock of any publicly-traded company, no Stockholder, ------------- any Affiliate (hereinafter defined) of a Stockholder or nor Affiliate of the Company or any Company Subsidiary (i) possesses, directly or indirectly, any financial interest in, or is a director, officer, employee or affiliate of, of any corporation, firm, association or business organization Person that is a client, supplier, customer, lessor, lessee or competitor of the Company or any Company Subsidiary, (ii) owns, directly or indirectly, in whole or in part, or has any interest in any material tangible or intangible property used in the conduct of the Business, or (iii) is a party to an agreement or relationship, that involves the receipt by such person Person of compensation or property from the Company or any Company Subsidiary other than through a written employment relationship or through distributions made with respect to the Company Stock or equity interests in any Company Subsidiary (provided such distributions have been made consistent with the Company's or any Company Subsidiary's, as the case may be, past custom and practices). Schedule 4.21 sets forth the parties to and the date, nature and amount of each transaction during the last five years involving the transfer of any cash, property or rights to or from the Company or any Company Subsidiary from, to or for the benefit of any Affiliates (other than customary employment relationshiprelationships or distributions made with respect to the Company Stock) ("Affiliate Transactions"), and any existing commitments of the Company or any Company Subsidiary to engage in the future in any Affiliate Transactions. Except as disclosed on Schedule 4.21disclosed, each Affiliate Transaction and each transaction with former Affiliates of the Company or any Company Subsidiary was effected on ------------- terms substantially equivalent to those which that would have been established in an arm's-length transaction. As of the Closing Date, all amounts owed by a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary to the Company or any Company Subsidiary, and all amounts owed by the Company or any Company Subsidiary to a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary, shall have been settled and satisfied.

Interest in Customers and Suppliers; Affiliate Transactions. Except ----------------------------------------------------------- as described on Schedule 4.21 and except for ownership as an investment of not ------------- more than one percent ("Affiliate Transactions")1%) of any class of capital stock of any publicly-traded company, no none of the Company, any Stockholder, ------------- any Affiliate (hereinafter defined) of a Stockholder or any Affiliate of the Company or any Company Subsidiary (i) possesses, directly or indirectly, any financial interest in, or is a director, officer, employee or affiliate of, any corporation, firm, association or business organization Person that is a client, supplier, customer, lessor, lessee or competitor of the Company or any Company Subsidiary, (ii) owns, directly or indirectly, in whole or in part, or has any interest in any material tangible or intangible property used in the conduct of the Business, or (iii) is a party to an agreement or relationship, that involves the receipt by such person Person of compensation or property from the Company or any Company Subsidiary other than through a customary employment relationshiprelationship or through distributions made with respect to the Company Stock or equity interests in any Company Subsidiary (provided such distributions have been made consistent with the Company's or any Company Subsidiary's, as the case may be, past custom and practices). Schedule -------- 4.21 sets forth the parties to and the date, nature and amount of each ---- transaction during the last five years involving the transfer of any cash, property or rights to or from the Company or any Company Subsidiary from, to or for the benefit of any Affiliates (other than customary employment relationships or distributions made with respect to the Company Stock) ("AFFILIATE TRANSACTIONS"), and any existing commitments of the Company or any Company Subsidiary to engage in the future in any Affiliate Transactions. Except as disclosed on Schedule 4.21disclosed, each Affiliate Transaction and each transaction with former Affiliates of the Company or any Company Subsidiary was effected on ------------- terms substantially equivalent to those which that would have been established in an arm's-length transaction. As of the Closing Date, all amounts owed by a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary to the Company or any Company Subsidiary, and all amounts owed by the Company or any Company Subsidiary to a Stockholder, any Affiliate of a Stockholder or any Affiliate of the Company or any Company Subsidiary, shall have been settled and satisfied.