Transaction with Related Parties. Effective as of the Closing Date, except as otherwise provided in Sections 5.9 through 5.12, 5.15, 5.26, 5.27 and 2.7.1(j) of this Agreement, Seller shall have terminated and canceled all contracts, commitments and agreements (including employment relationships) relating to the Acquired Assets or the Business, between Seller, any Affiliate of Seller (including Citizens), any officer or director of any Seller Party, or any Affiliate of the foregoing. Seller shall be solely liable for any contractual or other claims, express or implied arising out of the termination and cancellation of any of the foregoing raised by any party thereto.
Transaction with Related Parties. The Company has not entered into any Related Party Transactions or any material contract or transactions with any related party, director or shareholder of the Company or with any Persons who are related to the directors or shareholders of the Company or with any firms or companies in which any of the directors or the shareholders is interested which is not on arm’s length basis, other than as reflected in Accounts.
Transaction with Related Parties. The Company may agree, contract, or arrange with any Manager, Member or Officer or any Affiliate of any Manager, Member or Officer, for any Company purpose, provided that the terms and provisions of any such agreement, contract or arrangement must be approved as provided in Section 4.6(c).
Transaction with Related Parties. Effective as of the Closing Date, Seller shall have terminated and canceled all contracts, commitments and agreements (including employment relationships) relating to the Acquired Assets or the Business, between Seller, any Affiliate of Seller (including PEI), any officer or director of Seller or PEI, or any Affiliate of the foregoing. Seller shall be solely liable for any contractual or other claims, express or implied arising out of the termination and cancellation of any of the foregoing raised by any party thereto.
Transaction with Related Parties. Except as set forth on Schedule 3.9 or for matters in the ordinary course of business, such as claims for salary, expense reimbursements, and similar items, neither the Shareholder nor any person who is affiliated with him has any claim of any kind against any Mesa Company or Subsidiary.
Transaction with Related Parties. No officer, director, member, equityholder or Affiliate of the Company, or, to the Knowledge of the Company, any entity in which any such Person owns any beneficial interest, is currently a party to any transaction or Contract with the Company, other than (a) payment of compensation for employment or reimbursement of expenses to employees consistent with past practice (provided, that all Contracts related to this clause (a) have been made available by the Company to the Purchaser), and (b) Contracts which will be terminated at or prior to the Closing without any further obligation to the Company. Furthermore, no officer, director, employee, equityholder or Affiliate of the Company or, to the Knowledge of the Company, any entity in which any such Person or individual owns any beneficial interest, (i) has any direct or indirect legal interest in any asset or property used by the Company, (ii) sold, transferred, licensed (or sublicensed) or leased (or subleased), directly or indirectly, any property or services to the Company, (iii) purchased, acquired, licensed (or sublicensed) or leased (or subleased), directly or indirectly, any property or services from the Company, (iv) loaned or advanced, directly or indirectly, any money to the Company, (v) received a loan or advance from the Company or (vi) possesses, directly or indirectly, any financial interest in, or is a director, officer or employee of, any Person which is a client, supplier, customer, lessor, lessee or competitor of the Company.
Transaction with Related Parties. No Related Party is or has been since January 1, 2019, a party to any transaction, agreement or understanding with Seller except for arrangements disclosed on Section 3.20 of the Disclosure Schedules. Section 3.20 of the Disclosure Schedules separately identifies all services that any Related Party provides to the Business and all outstanding liabilities of any Related Party that are related to the Business. No Related Party uses any of the Purchased Assets for purposes not related to the Business. No Related Party has any claim of any nature, including any inchoate claim, against any assets used in the Business (including the Purchased Assets). No Related Party, directly or indirectly, owns or is engaged in any business that competes directly or indirectly with Seller. Except as disclosed on Section 3.20 of the Disclosure Schedules or as otherwise expressly provided by this Agreement or by any other agreement: (i) no Related Party will at any time after the Closing for any reason, directly or indirectly, be or become entitled to receive any payment or transfer of money or other property of any kind from Buyer with respect to facts, circumstances or events existing or occurring on or before the Closing Date; and (ii) Buyer will not at any time after the Closing for any reason, directly or indirectly, be or become subject to any obligation to any Related Party with respect to facts, circumstances or events existing or occurring on or before the Closing Date.
Transaction with Related Parties. The Corporation has a management agreement with a managing agent whose principal is the general partner of Xxxxxxxx Xxxxxxx Company, the cooperative's sponsor.
