Interests in Clients, Suppliers, Etc. At closing and in accordance with the respective employment agreement, except as set forth on Schedule 5.22 attached hereto, as of the date of closing no officer or director of Be Safe or any of its subsidiaries possesses, directly or indirectly, any financial interest in, or is a director, officer or employee of, any corporation, firm, association or business organization which is a client, supplier, customer, lessor, lessee, or competitor or potential competitor of Be Safe. Ownership of securities of a company whose securities are registered under the Securities Exchange Act of 1934, as amended, not in excess of 1% of any class of such securities shall not be deemed to be a financial interest for purposes of this Section 4.22.
Interests in Clients, Suppliers, Etc. At closing and in accordance with the respective employment agreement, except as set forth on Schedule 4.18 attached hereto, as of the date of closing no officer or director of USAVE or any of its subsidiaries possesses, directly or indirectly, any financial interest in, or is a director, officer or employee of, any corporation, firm, association or business organization which is a client, supplier, customer, lessor, lessee, or competitor or potential competitor of USAVE.
Interests in Clients, Suppliers, Etc. Except as set forth on Schedule 2.16 attached hereto, no Shareholder nor any officer or director of the Company possesses, directly or indirectly, any financial interest in, or is a director, officer or employee of, any corporation, firm, association or business organization which is a client, supplier, customer, lessor, lessee, or competitor or potential competitor of the Company. Ownership of securities of a company whose securities are registered under the Securities Exchange Act of 1934, as amended, not in excess of 1% of any class of such securities shall not be deemed to be a financial interest for purposes of this Section 2.16.
Interests in Clients, Suppliers, Etc. Neither Shareholder nor any Company nor any officer or director of any Company possesses, directly or indirectly, any financial interest in, or is a director, officer or employee of, any corporation, firm, association or business organization which is a client, supplier, customer, lessor or is a competitor or potential competitor of any Company or any of their respective Subsidiaries except as set forth in Schedule 3.18 of the Simon Disclosure Schedule; PROVIDED, HOWEVER, that ownership of securities of a company whose securities are registered under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), not in excess of 5% of any class of such securities shall not be deemed to be a financial interest for purposes of this Section 3.18. Since November 30, 1996 and through the date hereof, there has not been, to the knowledge of either Shareholder or the Company, any material adverse change in any material relationship between, or material transaction consummated or contemplated between, any Company or any of its officers or directors, on the one hand, and any client, supplier or customer, on the other hand.
Interests in Clients, Suppliers, Etc. Neither Cyrk nor any officer or director of Cyrk possesses, directly or indirectly, any financial interest in, or is a director, officer or employee of, any corporation, firm, association or business organization which is a client, supplier, customer, lessor or is a competitor or potential competitor of Cyrk and its Subsidiaries except as set forth on Schedule 4.19 of the Cyrk Disclosure Schedule; provided that ownership of securities of a company whose securities are registered under the Exchange Act not in excess of 5% of any class of such securities shall not be deemed to be a financial interest for purposes of this Section 4.
Interests in Clients, Suppliers, Etc. Affiliate Transactions. Except as set forth on Schedule 3.24, (i) there are no Contracts or Liabilities between a Seller or any of its Subsidiaries, on the one hand, and Affiliate of either Seller (other than their Subsidiaries), on the other hand, and (ii) neither Seller, any Affiliate of either Seller nor, to the Knowledge of the Sellers, any executive officer or director of a Seller or any of their Subsidiaries possesses, directly or indirectly, any financial interest in, or is a director, executive officer of, any Person which is a client, supplier, customer, lessor or lessee, of a Seller or any of their Subsidiaries. For purposes of this Section 3.24, a "financial interest" shall mean 1% of more of any class of securities of a company whose securities are registered under the Securities Exchange Act of 1934, as amended.
Interests in Clients, Suppliers, Etc. Except as set forth on Schedule 4.20, to the knowledge of FACO and the FAST Companies no officer, director, employee or affiliate of any FAST Company or any Subsidiary thereof either (a) is or (b) possesses, directly or indirectly, any financial interest in or (c) is a director, officer or employee of, any Person which is a client of, supplier to, customer of, lessor to, lessee of or competitor or potential competitor of any FAST Company or any Subsidiary thereof. Except as set forth on Schedule 4.20, none of the FAST Companies and their respective Subsidiaries is a party to any transaction, agreement, arrangement or understanding with any affiliate, officer, director or employee of FACO, any FAST Company or any Subsidiary of FACO or any FAST Company. Ownership of securities of a company whose securities are registered under the Exchange Act of 1% or less of any class of such securities shall not be deemed to be a financial interest for purposes of this Section 4.20. Except as set forth on Schedule 4.20, (i) none of the FAST Companies and their respective Subsidiaries is indebted to any director, officer, employee or agent of any FAST Company or any Subsidiary thereof (except for amounts due as normal salaries and in reimbursement of ordinary expenses), (ii) no such person is indebted to any FAST Company or any Subsidiary thereof and (iii) there have been no other transactions of the type required to be disclosed pursuant to Items 402 and 404 of Regulation S-K under the Securities Act and the Exchange Act.
Interests in Clients, Suppliers, Etc. Except as set forth in Schedule 4.24, neither Seller nor any officer or director of such Seller possesses, directly or indirectly, any material financial interest in, or is a director, officer or employee of, any corporation, firm, association, partnership, limited liability company, or other legal entity which is a client, supplier, customer, lessor, lessee, or competitor or potential competitor of either Seller. Ownership of securities of a company whose securities are registered under the Securities Exchange Act of 1934 not in excess of 1% of any class of such securities shall not be deemed to be a financial interest for purposes of this Section 4.24.
Interests in Clients, Suppliers, Etc. AFFILIATE TRANSACTIONS. The Company holds two short-term notes payable to holders of the Common Stock and a director of the Company, as explained in Item 12 "Certain Relationships and Related Transactions" in the Company's Quarterly Report on Form 10-QSB for the quarter ended September 30, 2004, filed with the SEC on October 13, 2004. Except for the foregoing, the Company has no transactions with affiliates.
Interests in Clients, Suppliers, Etc. Except as described in Schedule 2.25, neither the Company nor any officer or director of the Company possesses, directly or indirectly, any financial or other interest in any corporation, firm, association or business organization which is a licensor, licensee, client, supplier, customer, lessor, lessee, or competitor or potential competitor of or to the Company, the Purchaser or the Surviving Corporation (other than an interest in a public corporation which does not exceed one percent (1%) of such corporation's outstanding securities).
