No Affiliate definition

No Affiliate transaction: Except as set out in two (2) agreements between the Company and XYZ ltd both effective 14 October 2006 and relating to software upgrades and modifications in the one case and option software in the other case , neither the Promoters nor any Promoters' Affiliates is or has at any time been a party to or interested in (directly or indirectly including by the provision of any security by or in favour of or for securing obligations of the Company) any agreement or arrangement in any way relating to the Company or its activities, including, without limitation, any agreement or arrangement for the provision of finance, goods, services or other facilities to or by the Company or ownership of any property or assets used by the Company, nor are any amounts owed to or receivable from (whether contingently or otherwise) the Company by the Founder or any Founder Affiliates and no contracts or arrangements, whether entered into during the past three years or otherwise, are currently pending. So far as the Company is aware, having made all reasonable enquiries, no Founder or any Founder Affiliate is, at the date of this Agreement, either individually or with any other person or persons (a) engaged or concerned or interested (and whether by a holding of shares or otherwise) in any other business transacted with the Company. No amounts or obligations are currently owed or outstanding between the Company and the Promoters. Title to Assets and Permitted Liens: Except as expressly disclosed in the notes to the Accounts and as set out in the Disclosure Schedule, the Company has good and marketable title to all its properties, including, the assets which are reflected in the Accounts or acquired by it after March 31, 2005 and the Intellectual Property Rights owned and used by the Company, free and clear of any Encumbrance (except as expressly disclosed in the notes to the Financial Statements). Except as set out in the Disclosure Schedule, no Person has or claims any Encumbrance in or over any of the assets of the Company or any relevant deeds or documents.

Examples of No Affiliate in a sentence

  • No Affiliate shall be engaged to perform any Work or services which would be inconsistent with Good Industry Practice.

  • No Affiliate of any officer or director of a Group Company is directly or indirectly interested in any material contract with a Group Company.

  • No Affiliate of the Parent or of any of its Subsidiaries (a) owns any property or right, tangible or intangible, which is used in the business of the Parent or any of its Subsidiaries, (b) has any claim or cause of action against the Parent or any of its Subsidiaries, or (c) owes any money to, or is owed any money by, the Parent or any of its Subsidiaries.

  • No Affiliate of the Parent or of any Parent Subsidiary (a) owns any property or right, tangible or intangible, which is used in the business of the Parent or any Parent Subsidiary, (b) has any claim or cause of action against the Parent or any Parent Subsidiary, or (c) owes any money to, or is owed any money by, the Parent or any Parent Subsidiary.

  • No Affiliate of either Party shall have any liability or obligation pursuant to this Agreement.

  • No Affiliate of Owner, no direct or indirect trustee, director, officer, employee, beneficiary, member or agent of Owner, and no direct or indirect trustee, director, officer, employee, beneficiary, member or agent of any Affiliate of Owner shall be personally liable in any manner to any extent under, or in connection with, this Agreement or the obligations reflected therein.

  • No Affiliate, stockholder, officer, director, limited liability company member or employee, past, present or future, of any Guarantor, as such, shall have any personal liability under such Guarantor’s Guarantee by reason of his, her or its status as such Affiliate, stockholder, officer, director, limited liability company member or employee.

  • No Affiliate of the Company or of any Subsidiary (a) owns any property or right, tangible or intangible, which is used in the business of the Company or any Subsidiary, (b) has any claim or cause of action against the Company or any Subsidiary, or (c) owes any money to, or is owed any money by, the Company or any Subsidiary.

  • No Affiliate of a Member shall be restricted in its right to conduct, individually or jointly with others, for its own account any Affiliate’s Outside Activities, and no Member or its Affiliates shall have any duty or obligation, express or implied, fiduciary or otherwise, to account to, or to share the results or profits of such Affiliate’s Outside Activities with, the Company, any other Member or any Affiliate of any other Member, by reason of such Affiliate’s Outside Activities.

  • No Affiliate of the Issuer pays the expenses of the Issuer except as contemplated in the Transaction Documents, and no Affiliate of the Issuer guarantees any obligation of the Issuer.

Related to No Affiliate

  • affiliated person promoter" and "principal underwriter" as used in the preceding sentence shall have the meanings assigned to each such term in the Investment Company Act of 1940, as amended.

  • Non-Affiliate means, for any specified Person, any other Person that is not an Affiliate of the specified Person.

  • Affiliate means, with respect to a specified Person, another Person that directly, or indirectly through one or more intermediaries, Controls or is Controlled by or is under common Control with the Person specified.

  • Affiliated Entity means any entity controlling, controlled by, or under common control with an Insured.

  • Affiliated Party means, with respect to any Purchaser, any person or entity which, directly or indirectly, controls, is controlled by or is under common control with such Purchaser, including, without limitation, any general partner, officer or director of such Purchaser and any venture capital fund now or hereafter existing which is controlled by one or more general partners of, or shares the same management company as, such Purchaser.