Transactions with Shareholders. Except as set forth on Exhibit F hereof, neither the Company nor any of its subsidiaries is a party to any executory contract or other arrangement with any Shareholder or any family member or affiliate of any Shareholder (other than the Company or any of its subsidiaries) (collectively, the "Shareholder Related Parties") and no Shareholder Related Party owns any material asset, property or right, tangible or intangible, that is used in the Company's or any of its subsidiaries' businesses.
Transactions with Shareholders directors and affiliated companies
Transactions with Shareholders. (a) There are no outstanding debts or other legal obligations or rights between any Group Company and any Group Company’s shareholders or their Affiliates or family members or Related Parties, other than those disclosed in the Disclosure Materials.
(b) No Group Company has not entered into any transaction or contract with any of the Group Company’s shareholders or their Affiliates or family members or Related Parties, other than in the Ordinary Course of Business upon arms’ length basis, as disclosed in the Disclosure Materials.
Transactions with Shareholders. The Principal Shareholders shall use their best efforts and cooperate with Offeror to enable the Offeror to issue a general offer memorandum, in the form attached as Exhibit B to the Shareholders for the purpose of procuring executed acceptances of the Offer and all documents contemplated thereby, by the other Shareholders prior to the Closing. The Principal Shareholders shall indemnify and hold harmless the Indemnified Parties for all Damages incurred as a result of or in connection with any and all claims by any Shareholders based upon or resulting from information provided to such Shareholder that has not been provided by Offeror in connection with the sale of the Shares by such Shareholder to the Offeror under this Agreement.
Transactions with Shareholders. Provided that the contracts ------------------------------ are supported or endorsed by management and the price and other terms contained in such contracts are no less favorable to the Company than are commercially available from a third-party supplier or provider, the Shareholders will support and encourage the Company to enter into contracts for materials and services with the Shareholders and their Affiliates, including without limitation by causing their respective representatives on the Company's Board of Directors to vote in favor of such contract if approval of the Board of Directors is required.
Transactions with Shareholders. Directors that are nominated or elected by a Shareholder in accordance with Section 4.2.1 hereof or employed directly or indirectly by such Shareholder ("Interested Directors"), shall not be entitled to vote on any proposed transaction, or amendment or modification to any existing transaction, with such Shareholder, its Affiliates, or any officers, directors or members of management of such Shareholder (an "Interested Party Transaction"). The Board of Directors shall not cause the Company to enter into any Interested Party Transaction without the approval of a majority of the Directors that are not Interested Directors.
Transactions with Shareholders. Sarit Rubenstein At December 31, 2001, the Company has ax xxxxxxxxx xxxx payable to Mrs. Sarit Rubenstein, a shareholder and an original owner of Clasxxx Xxxx. The borrowing was due originally in October 2000, is now due on demand, and bears an interest rate of 6% per annum. The outstanding balance on the note is $82,500. This amount is classified as a Note Payable to Related Party.
Transactions with Shareholders. Borrower will not, and will not permit any of its Subsidiaries to, directly or indirectly, enter into or permit to exist any transaction (including, without limitation, the purchase, sale, lease or exchange of any property or the rendering of any service) with any holder of five percent (5%) or more of any class of equity securities of Borrower or with any Subsidiaries or of any such holder, on terms that are materially less favorable to Borrower or such Subsidiary than those which might be obtained at the time from Persons who are not such a holder or Subsidiary or, if such transaction is not one in which terms could be obtained from such other Person, on terms that are not negotiated in good faith on an arm's length basis. The foregoing shall not prohibit (i) any transaction between the Borrower and its Subsidiaries or between its Subsidiaries, (ii) the payment of directors' fees, and (iii) subject to Section 6.8, Investments by the Borrower or any Subsidiary thereof in a Subsidiary of the Borrower or another such Subsidiary.
Transactions with Shareholders enter into a transaction with (other than with respect to the provision of services or know-how by or to CTI in accordance with the terms of the TdF Services Agreement and/or the Operating Agreement) a Shareholder or any Affiliate of a Shareholder, except as expressly contemplated by this Agreement or make any variation or amendment (other than of a formal, minor or technical nature) to any arrangements (whether or not contemplated by this Agreement) between the Company and any Shareholder or any Affiliate of any Shareholder;
Transactions with Shareholders directors and affiliated companies
(i) The Issuer shall cause all transactions between any Group Company and (i) any shareholder thereof not paii of the Group, (ii) any director or senior member of management in any Group Company, (iii) any company in which any Group Company holds more than 10 per cent of the shares, or (iv) or any company, person or entity controlled by or affiliated with any of the foregoing, to be entered on commercial te1ms, not less favourable to the Group Company than would have prevailed in an aims' length transaction with a third xxxxx.
(ii) All such transactions shall comply with all applicable provisions of applicable corporate law applicable to such transactions, including, in respect of Norwegian companies, Section 3-8 of the Private and Public Limited Companies Act 1 997. L_45060!5_VI 25.03.14 92656-IOQ.
