Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target Entity, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target Entity), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target Entity. The assets of the Target Entities do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 4 contracts
Samples: Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (MICT, Inc.), Agreement and Plan of Merger (Tingo, Inc.)
Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, or beneficial owner of 5% or more of the equity interests of a Target Company, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, presently a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or the license of Intellectual Property from, (c) granting or receiving any right or interest in any asset of a Target Company to or from, or (cd) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded companyinterest). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 2 contracts
Samples: Business Combination Agreement (Perception Capital Corp. IV), Business Combination Agreement (Perception Capital Corp. IV)
Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three two (32) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, managers, employees or employees trustees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from from, or (c) otherwise requiring payments to (other than for services or expenses as officers, directors, officers managers, employees or employees trustees of the Target Entity Company in the ordinary course of business consistent with past practicebusiness) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or property, Personal Property, or right, tangible or intangible (including Intellectual Property) which that is used in the business of any Target EntityCompany and no Related Person has a right to any of the foregoing property. The assets of the Target Entities Companies do not include any material receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any material payable or other obligation or commitment to any Company Related Person.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (SEP Acquisition Corp.), Agreement and Plan of Merger (SANUWAVE Health, Inc.)
Transactions with Related Persons. Except as set forth on Schedule 4.213.18, no Target Entity Seller nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity any RHI Company or any Affiliate of its Affiliatesa Seller, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, years has been, a party to any transaction with a Target EntityRHI Company, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target Entitysuch RHI Company), (b) providing for the rental of real or personal property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity such RHI Company in the ordinary course Ordinary Course of business consistent with past practiceBusiness) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company)interest. Except as set forth on Schedule 4.213.18, no Target Entity RHI Company has any outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Propertypersonal property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany’s business. The RHI Companies’ assets of the Target Entities do not include any receivable or other obligation from a Company Related Person, and the liabilities Liabilities of the Target Entities RHI Companies do not include any payable or other obligation or commitment to any Company Related Person. Schedule 3.18 specifically identifies all Contracts, arrangements or commitments set forth on Schedule 3.18 that cannot be terminated upon sixty (60) days’ notice by the RHI Company party thereto without cost or penalty.
Appears in 1 contract
Transactions with Related Persons. Except as set forth on Schedule 4.215.21, no Target Entity nor Company or any of its their respective Affiliates, nor or any officer, director, manager, employee, employee or trustee or beneficiary of a Target Entity or Company or, to the Sellers’ Knowledge, any of its their respective Affiliates, nor any immediate family member Immediate Family Member (as hereinafter defined) of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, managers or employees of the a Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers officers, managers or employees of the a Target Entity in the ordinary course of business consistent with past practiceCompany) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.215.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used by a Target Company in the business of any such Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities Liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person. “Immediate Family Member” means a child, stepchild, grandchild, parent, stepparent, grandparent, spouse, life partner or similar statutorily-recognized domestic partner, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships of a natural person referred to herein.
Appears in 1 contract
Samples: Business Combination Agreement (Relativity Acquisition Corp)
Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, managers or employees of the a Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as officers, directors, officers managers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company other Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any material Contract or other material arrangement or material commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) ), which is used in the business of any Target EntityCompany. The Except as set forth on Schedule 4.21, the assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Malacca Straits Acquisition Co LTD)
Transactions with Related Persons. Except as set forth on Schedule 4.21in Section 4.21 of the Company Disclosure Schedules, no Target Entity Company nor any of its their respective Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its their respective Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three two (32) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21in Section 4.21 of the Company Disclosure Schedules, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any material receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any material payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Pono Capital Two, Inc.)
Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or or, to the Knowledge of the Company, any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Business Combination Agreement (Andina Acquisition Corp. III)
Transactions with Related Persons. Except as set forth on Schedule 4.214.21 of the Company Disclosure Schedules, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.214.21 of the Company Disclosure Schedules, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Agreement and Plan of Merger (First Light Acquisition Group, Inc.)
Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, or beneficial owner of 5% or more of the equity interests of a Target Company, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, presently a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or the license of Intellectual Property from, (c) granting or receiving any right or interest in any asset of a Target Company to or from, or (cd) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded companyBGHL). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Business Combination Agreement (RCF Acquisition Corp.)
Transactions with Related Persons. Except (i) as set forth on Schedule 4.21Section 6.21 of the Company Disclosure Schedules, (ii) any Company Benefit Plan or any share option or other equity incentive plans as set forth on Section 6.3(b) of the Company Disclosure Schedules, (iii) the employment relationships and the payment of compensation, benefits and expense reimbursements and (iv) advances in the ordinary course of business, no Target Entity nor any of its Affiliates, Company nor any officer, director, manager, employee, trustee or beneficiary employee of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three two (32) years, has been, a party to any transaction with a Target EntityCompany, in each case involving obligations of, or payments to, such Target Company in an amount exceeding $120,000, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to or from (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest a position as an owner, officer, manager, officer or director, trustee or partner or in which any Company Related Person has any direct or indirect ownership interest (other than the ownership of securities representing no more than two ten percent (210%) of the outstanding voting power or economic interest of a publicly traded company)) in each case, other than any Ancillary Document. Except as set forth on Schedule 4.21Section 6.21 of the Company Disclosure Schedules, or as contemplated by or provided for in any Ancillary Document, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany, in each case involving obligations of, or payments to, such Target Company. The assets of the Target Entities Companies do not include any material receivable or other material obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any material payable or other material obligation or material commitment to any Company Related Person.
Appears in 1 contract
Samples: Business Combination Agreement (Aimei Health Technology Co., Ltd.)
Transactions with Related Persons. Except as (i) set forth on Schedule 4.216.21, and (ii) any Company Benefit Plan, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) yearsyears or since their respective inception (whichever is shorter), has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, or director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company), other than any Ancillary Document. Except as set forth on Schedule 4.216.21, or as contemplated by or provided for in any Ancillary Document, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The Except as set forth on Schedule 6.21, the assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Business Combination Agreement (Finnovate Acquisition Corp.)
Transactions with Related Persons. Except as set forth on Schedule 4.217.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, to the Knowledge of the Company, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) yearssince January 1, 2021, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.217.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Business Combination Agreement (Healthwell Acquisition Corp. I)
Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing Affiliates (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Biolife Solutions Inc)
Transactions with Related Persons. Except (i) for payment of salary for services rendered in the ordinary course of business consistent with past practice, (ii) for reimbursement for reasonable expenses incurred on behalf of the Company or any of the Target Companies in the ordinary course of business consistent with past practice, (iii) for other employee benefits made in the ordinary course of business consistent with past practice, (iv) as described in the Company Financials delivered on or prior to the date of this Agreement, or (v) as set forth on Schedule 4.217.20, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, years has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company)interest. Except as set forth on Schedule 4.217.20, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.
Appears in 1 contract
Samples: Business Combination Agreement (Alussa Energy Acquisition Corp.)
Transactions with Related Persons. Except as set forth on Schedule 4.214.22, no Target Entity Company nor any of its Affiliates, nor any officer, director, commissioner, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, years has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, commissioners or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, commissioners, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, commissioner, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.214.22, no Target Entity Company has outstanding any Contract or other material arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The Except as set forth on Schedule 4.22, the assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person. Schedule 4.22 specifically identifies all Contracts, arrangements or commitments set forth on such Schedule 4.22 that cannot be terminated upon sixty (60) days’ notice by the Target Companies without cost or penalty.
Appears in 1 contract
Samples: Business Combination Agreement (Malacca Straits Acquisition Co LTD)