No Conflicting Interest Sample Clauses

No Conflicting Interest. Except as set forth in Part 2.22 of the Disclosure Schedule, the Company is not aware that any director, officer, key employee or Related Party of the Company has any interest in any corporation, partnership, or other entity that is engaged in a business which is in competition with that of the Company, is a supplier or customer of the Company, or is a party to any contract which may have any effect on the business of the Company.
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No Conflicting Interest. Each of the Parties unconditionally and irrevocably represents, warrants and covenants that: (a) it owns and controls the claims released by this Agreement, none of the claims released by this Agreement have been assigned to any other person or entity, and no other person or entity has any interest in the claims released by this Agreement; and (b) should any other person or entity assert any interest with respect to any of the claims released by this Agreement, the Parties, as applicable, shall defend, indemnify and hold harmless the other Party against such claim for all costs of defense, litigation, settlement and judgment, including but not limited to attorney’s fees, expert’s fees, consultant’s fees, statutory costs, other costs, interest, settlement amounts, judgment amounts, bond amounts, appellate proceedings and all other like or related costs.
No Conflicting Interest. Except as set forth in Part 5.21 of the Disclosure Schedule, the Company is not aware that any director, officer, key employee or Related Party of the Company has any interest in any corporation, partnership, or other entity that is engaged in a business which is in competition with that of the Company, is a supplier or customer of the Company, or is a party to any contract which may have any effect on the business of the Company; provided, however, that the Parent and Merger Sub acknowledge that the Company Stockholders that are not natural Persons have made and shall continue to make investments and participate in the businesses, in the ordinary course of their business, in Persons/Entities that may compete, directly or indirectly, with the Company and the Parent, and the Parent and Merger Sub agree that such activities shall not constitute a breach of the representations and warranties contained in this Section 5.21.
No Conflicting Interest. Except as disclosed in Section 1.5 of the Disclosure Schedule, none of the Promoters own, beneficially or of record, directly or indirectly, any share capital or other ownership or proprietary interest in any partnership, association, trust joint venture, limited liability company, or other entity that is in direct or indirect competition with the Company or XXX Group Companies.
No Conflicting Interest. The Company is not indebted, directly or indirectly, to any of its officers or directors (other than in connection with compensation) or to their respective spouses or children, in any amount whatsoever other than in connection with, expenses or advances of expenses incurred in the ordinary course of business or relocation expenses of employees. None of the Company’s officers or directors, or any members of their immediate families, are, directly or indirectly, indebted to the Company or, to the Company’s Knowledge, have any direct or indirect ownership interest in any firm or corporation with which the Company is affiliated or with which the Company has a business relationship, or any firm or corporation which competes with the Company. To the Company’s Knowledge, none of the Company’s officers or directors or any members of their immediate families are, directly or indirectly, interested in any Material Contract with the Company.
No Conflicting Interest. Except as set forth in Part 2.25 of the Disclosure Schedule, the Company or ECI is not aware that any current or former key employee of the Company (who was employed by the Company in the last 2 years immediately preceding the date hereof), has any interest in any corporation, partnership, or other entity that is engaged in a business which is in competition with the Business, or is a supplier or customer of the Company.
No Conflicting Interest. Scitex Vision is not aware that any director, key Employee or Related Party of Scitex Vision or its subsidiaries has any interest in any corporation, partnership, or other entity that is engaged in a business which is in competition with that of Scitex Vision or its subsidiaries, is a supplier or customer of Scitex Vision or its subsidiaries, or is a party to any contract which may have any effect on the business of Scitex Vision or its subsidiaries.
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No Conflicting Interest. Aprion is not aware that any director, key Employee or Related Party of Aprion or its subsidiaries has any interest in any corporation, partnership, or other entity that is engaged in a business which is in competition with that of Aprion or its subsidiaries, is a supplier or customer of Aprion or its subsidiaries, or is a party to any contract which may have any effect on the business of Aprion or its subsidiaries.
No Conflicting Interest. The Company is not aware that any director, officer, key employee or Related Party of the Company has any interest in any corporation, partnership, or other entity that is engaged in a business which is in competition with that of the Company, is a supplier or customer of the Company, or is a party to any Contract which may have any effect on the business of the Company; provided, however, that the Parent and Merger Sub acknowledge that the Company Stockholders that are not natural Persons have made and shall continue to make investments and participate in the businesses, in the ordinary course of their business, in Persons/Entities that may compete, directly or indirectly, with the Company and the Parent, and the Parent and Merger Sub agree that such activities shall not constitute a breach of the representations and warranties contained in this Section 5.22.

Related to No Conflicting Interest

  • Conflicting Interests If the Trustee has or shall acquire a conflicting interest within the meaning of the Trust Indenture Act, the Trustee shall either eliminate such interest or resign, to the extent and in the manner provided by, and subject to the provisions of, the Trust Indenture Act and this Indenture. To the extent permitted by such Act, the Trustee shall not be deemed to have a conflicting interest by virtue of being a trustee under this Indenture with respect to Securities of more than one series.

  • No Conflicting Obligation I represent that my performance of all the terms of this Agreement and as an employee of the Company does not and will not breach any agreement to keep in confidence information acquired by me in confidence or in trust prior to my employment by the Company. I have not entered into, and I agree I will not enter into, any agreement either written or oral in conflict herewith.

  • No Conflicting Obligations The Executive represents and warrants to the Company that he is under no obligations or commitments, whether contractual or otherwise, that are inconsistent with his obligations under this Agreement. The Executive represents and warrants that he will not use or disclose, in connection with his Employment, any trade secrets or other proprietary information or intellectual property in which the Executive or any other person has any right, title or interest and that his Employment will not infringe or violate the rights of any other person. The Executive represents and warrants to the Company that he has returned all property and confidential information belonging to any prior employer.

  • No Conflicting Agreements The Company will not take any action, enter into any agreement or make any commitment that would conflict or interfere in any material respect with the Company’s obligations to the Investors under the Transaction Documents.

  • No Conflicting Agreement By signing this Agreement, Executive warrants that he is not a party to any restrictive covenant, agreement or contract which limits the performance of his duties and responsibilities under this Agreement or under which such performance would constitute a breach.

  • Disqualification; Conflicting Interests If the Trustee has or shall acquire any “conflicting interest” within the meaning of Section 310(b) of the Trust Indenture Act, the Trustee and the Company shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Act.

  • Conflicting Interests of Trustee If the Trustee has or shall acquire a conflicting interest within the meaning of the Trust Indenture Act, the Trustee shall either eliminate such interest or resign, to the extent and in the manner provided by, and subject to the provisions of, the Trust Indenture Act and this Indenture.

  • Conflicting Interest of Trustee If the Trustee has or shall acquire any "conflicting interest" within the meaning of Section 310(b) of the Trust Indenture Act, the Trustee and the Company shall in all respects comply with the provisions of Section 310(b) of the Trust Indenture Act.

  • Conflicting Claims If conflicting claims or demands are made or asserted with respect to any interest of any Beneficiary in any Exchangeable Shares, including any disagreement between the heirs, representatives, successors or assigns succeeding to all or any part of the interest of any Beneficiary in any Exchangeable Shares, resulting in conflicting claims or demands being made in connection with such interest, then the Trustee shall be entitled, at its sole discretion, to refuse to recognize or to comply with any such claims or demands. In so refusing, the Trustee may elect not to exercise any Voting Rights, Exchange Right or Automatic Exchange Rights subject to such conflicting claims or demands and, in so doing, the Trustee shall not be or become liable to any person on account of such election or its failure or refusal to comply with any such conflicting claims or demands. The Trustee shall be entitled to continue to refrain from acting and to refuse to act until: (a) the rights of all adverse claimants with respect to the Voting Rights, Exchange Right or Automatic Exchange Rights subject to such conflicting claims or demands have been adjudicated by a final judgment of a court of competent jurisdiction and all rights of appeal have expired; or (b) all differences with respect to the Voting Rights, Exchange Right or Automatic Exchange Rights subject to such conflicting claims or demands have been conclusively settled by a valid written agreement binding on all such adverse claimants, and the Trustee shall have been furnished with an executed copy of such agreement certified to be in full force and effect. If the Trustee elects to recognize any claim or comply with any demand made by any such adverse claimant, it may in its discretion require such claimant to furnish such surety bond or other security satisfactory to the Trustee as it shall deem appropriate to fully indemnify it as between all conflicting claims or demands.

  • Conflicting Agreements The Executive hereby represents and warrants that the execution of this Agreement and the performance of his obligations hereunder will not breach or be in conflict with any other agreement to which the Executive is a party or is bound and that the Executive is not now subject to any covenants against competition or similar covenants or any court order or other legal obligation that would affect the performance of his obligations hereunder. The Executive will not disclose to or use on behalf of the Company any proprietary information of a third party without such party’s consent.

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