Common use of RELATIONSHIPS WITH RELATED PERSONS Clause in Contracts

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure Schedule, neither Seller nor any Shareholder nor any Related Person of any of them has, or since January 1, 2010, has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since January 1, 2010, has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure Schedule, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a “Competing Business”) in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure Schedule, neither Seller nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Winnebago Industries Inc)

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RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure SchedulePart 3.26, neither Seller nor any Shareholder nor any Related Person of any of them has, or since January 1, 2010, 2002 has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's business. Neither Seller nor any either Shareholder nor any Related Person of any of them owns, or since January 1, 2010, 2002 has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure SchedulePart 3.26, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a "Competing Business") in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure SchedulePart 3.26, neither Seller nor any either Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Rollins Inc)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure ScheduleSchedule 3.24, neither Seller nor any Shareholder nor no Shareholders or any Related Person of any of them has, or since January 1, 2010, 2004 has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in or pertaining to Seller's businessthe business of Sellers. Neither Seller Sellers, nor any Shareholder Shareholders, nor any Related Person of any of them owns, or since January 1, 2010, 2004 has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person Persons that has (a) had business dealings or a material financial interest in any transaction with Seller Sellers other than business dealings or transactions disclosed in Section 3.26 of the Disclosure ScheduleSchedule 3.24, each of which has been conducted in the Ordinary Course of Business with Seller Sellers at substantially prevailing market prices and on substantially prevailing market terms terns, or (b) engaged in competition with Seller Sellers with respect to any line of the products or services of Seller Sellers (a “Competing Business”"COMPETING BUSINESS") in any market presently served by SellerSellers, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure ScheduleSchedule 3.24, neither Seller Sellers nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, SellerSellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Allis Chalmers Corp)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure Schedule, neither No Seller nor any Shareholder nor or any Related Person of Sellers or of any of them Acquired Company has, or since January 1, 2010, 2002 has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in or pertaining to Seller's businessthe Acquired Companies' businesses. Neither No Seller nor any Shareholder nor or any Related Person of Sellers or of any of them ownsAcquired Company is, or since January 1, 2010, 2002 has owned, owned (of record or as a beneficial owner, ) an equity interest or any other financial or profit interest in any in, a Person that has (ai) had business dealings or a material financial interest in any transaction with Seller any Acquired Company other than business dealings or transactions disclosed in Section 3.26 of the Disclosure Schedule, each of which has been conducted in the Ordinary Course of Business with Seller the Acquired Companies at substantially prevailing market prices and on substantially prevailing market terms terms, or (bii) engaged in competition with Seller any Acquired Company with respect to any line of the products or services of Seller such Acquired Company (a "Competing Business") in any market presently served by Seller, such ------------------ Acquired Company (except for the ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market). Except as set forth in Section 3.26 3.24 of the Disclosure Schedule, neither no Seller nor any Shareholder nor or any Related Person of Sellers or of any of them Acquired Company is a party to any Contract with, or has any claim or right against, Sellerany Acquired Company.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Measurement Specialties Inc)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 3.23 of the Disclosure Schedule, neither Seller nor any Shareholder nor any Related Person of any of them has, or since January October 1, 20102002, has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in in, or pertaining to to, Seller's businessBusiness. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since January October 1, 20102002, has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings dealings, or a material financial interest in any transaction transaction, with Seller other than business dealings or transactions disclosed in Section 3.26 3.23 of the Disclosure Schedule, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line the manufacture, marketing and distribution of the over-the-counter or prescription liquid, powder and semi-solid (creams and ointments) products or services of Seller (a “Competing Business”) and Paas tablets in any market presently served by SellerSeller (a "Competing Business"), except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 3.23 of the Disclosure Schedule, neither Seller nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Assignment and Assumption Agreement (Advanced Nutraceuticals Inc/Tx)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure SchedulePart 3.24, neither Seller nor any Shareholder nor any Related Person of any of them has, or since January 1, 20102004, has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's ’s business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since January 1, 20102004, has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure SchedulePart 3.24, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a “Competing Business”) in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure SchedulePart 3.24, neither Seller nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (MBI Financial, Inc.)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure SchedulePart 3.27, neither Seller nor any Shareholder nor any Related Person of any of them has, or since January 1December 31, 2010, 2003 has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since January 1December 31, 2010, 2003 has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure SchedulePart 3.27, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a "Competing Business") in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure SchedulePart 3.27, neither Seller nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Findwhat Com Inc)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure Scheduleon Schedule 3.28, neither no Seller nor any Shareholder nor any Related Person of any of them has, or since January 1, 20101999, has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's ’s business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since January 1, 2010, has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure Scheduleon Schedule 3.28, each of which has been conducted in the Ordinary Course ordinary course of Business business with Seller Seller, consistent with past practice at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a “Current Competing Business”) in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Current Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure Scheduleon Schedule 3.28, neither Seller nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Russ Berrie & Co Inc)

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RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure ScheduleSchedule 3.24, neither Seller nor to Seller's Knowledge, any Shareholder nor any Affiliate or Related Person of any of them Seller has, or since January 1, 2010, 2010 has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's business. Neither Seller nor nor, to Seller's Knowledge, any Shareholder nor any Affiliate or Related Person of any of them Seller owns, or since January 1, 2010, 2010 has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure ScheduleSchedule 3.24, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a "Competing Business") in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure ScheduleSchedule 3.24, neither Seller nor any Shareholder nor any no Affiliate or Related Person of any of them Seller is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase and Assumption Agreement (Fuel Systems Solutions, Inc.)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure Schedule, neither No Seller nor any Shareholder nor or any Related Person of any Seller or of them the Company has, or since January 1March 31, 2010, 2008 has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in or pertaining to the Business. Except as set forth in Section 4.26 of the Seller's business. Neither ’s Disclosure Schedule, no Seller nor any Shareholder nor or any Related Person of any Seller or of them ownsthe Company is, or since January 1the March 31, 2010, 2008 has owned, owned (of record or as a beneficial owner, ) an equity interest or any other financial or profit interest in any in, a Person that has (ai) had business dealings or a material financial interest in any transaction with Seller the Company other than business dealings or transactions disclosed in Section 3.26 of the Disclosure Schedule, each of which has been conducted in the Ordinary Course of Business with Seller the Company at substantially prevailing market prices and on substantially prevailing market terms terms, or (bii) engaged in competition with Seller the Company with respect to any line of the products or services of Seller the Company (a “Competing Business”) in any market presently served by Seller, such Company except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 4.26 of the Seller’s Disclosure Schedule, neither no Seller nor any Shareholder nor or any Related Person of any Seller or of them the Company is a party to any Contract with, or has any claim or right against, Sellerthe Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Titan Energy Worldwide, Inc.)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure Schedule, neither No Seller nor any Shareholder nor or any Related Person of any Sellers or of them the Company has, or since January 1, 2010, the Reference Date has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in or pertaining to Seller's businessthe Business. Neither Except as set forth in Section 4.26 of the Sellers’ Disclosure Schedule, no Seller nor any Shareholder nor or any Related Person of any Sellers or of them ownsthe Company is, or since January 1, 2010, the Reference Date has owned, owned (of record or as a beneficial owner, ) an equity interest or any other financial or profit interest in any in, a Person that has (ai) had business dealings or a material financial interest in any transaction with Seller the Company other than business dealings or transactions disclosed in Section 3.26 of the Disclosure Schedule, each of which has been conducted in the Ordinary Course of Business with Seller the Company at substantially prevailing market prices and on substantially prevailing market terms terms, or (bii) engaged in competition with Seller the Company with respect to any line of the products or services of Seller the Company (a “Competing Business”) in any market presently served by Seller, such Company except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 4.26 of the Sellers’ Disclosure Schedule, neither no Seller nor any Shareholder nor or any Related Person of any Sellers or of them the Company is a party to any Contract with, or has any claim or right against, Sellerthe Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (Broadwind Energy, Inc.)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure ScheduleSchedule 3.26, neither Seller nor any Shareholder Shareholders nor any Related Person of any of them has, or since January 1, 2010, has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's ’s business. Neither Seller nor any Shareholder Shareholders nor any Related Person of any of them owns, or since January 1, 2010, has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure ScheduleSchedule 3.26, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a “Competing Business”) in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure ScheduleSchedule 3.26, neither Seller nor any Shareholder Shareholders nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Nexgen Biofuels LTD)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.26 of the Disclosure ScheduleSchedule 2.28, neither Seller nor any Shareholder nor any Related Person of any of them has, or since January 1December 31, 2010, 2019 has had, any interest in any property (whether real, personal or mixed and whether tangible or intangible) used in or pertaining to Seller's ’s business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since January 1December 31, 20102019, has owned, of record or as a beneficial owner, an equity interest or any other financial or profit interest in any Person that has (a) had business dealings or a material financial interest in any transaction with Seller other than business dealings or transactions disclosed in Section 3.26 of the Disclosure ScheduleSchedule 2.28, each of which has been conducted in the Ordinary Course of Business with Seller at substantially prevailing market prices and on substantially prevailing market terms or (b) engaged in competition with Seller with respect to any line of the products or services of Seller (a “Competing Business”) in any market presently served by Seller, except for ownership of less than one percent (1%) of the outstanding capital stock of any Competing Business that is publicly traded on any recognized exchange or in the over-the-counter market. Except as set forth in Section 3.26 of the Disclosure ScheduleSchedule 2.28, neither Seller nor any Shareholder nor any Related Person of any of them is a party to any Contract with, or has any claim or right against, Seller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Widepoint Corp)

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