Common use of RELATIONSHIPS WITH RELATED PERSONS Clause in Contracts

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.23 of the Disclosure Schedule, neither Seller nor any Related Person has, or since October 1, 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 Related Person owns, or since October 1, 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 3.23 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 the manufacture, marketing and distribution of over-the-counter or prescription liquid, powder and semi-solid (creams and ointments) products and Paas tablets in any market presently served by Seller (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 3.23 of the Disclosure Schedule, neither Seller nor any Related Person 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)

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RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.23 of the Disclosure ScheduleSchedule 3.24, neither Seller nor no Shareholders or any Related Person of any of them has, or since October January 1, 2002, 2004 has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in, in or pertaining to, Seller's Businessto the business of Sellers. Neither Seller Sellers, nor any Shareholders, nor any Related Person of any of them owns, or since October January 1, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller Sellers other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid Sellers (creams and ointmentsa "COMPETING BUSINESS") products and Paas tablets in any market presently served by Seller (a "Competing Business")Sellers, 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 3.23 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 3.23 of the Disclosure Schedule, neither No Seller nor or any Related Person of Seller or of the Company has, or since October 1March 31, 2002, 2008 has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in, in or pertaining to, Seller's to the Business. Neither Except as set forth in Section 4.26 of the Seller’s Disclosure Schedule, no Seller nor or any Related Person ownsof Seller or of the Company is, or since October 1the March 31, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller the Company other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid the Company (creams and ointmentsa “Competing Business”) products and Paas tablets in any market presently served by Seller (a "Competing Business"), 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 3.23 4.26 of the Seller’s Disclosure Schedule, neither no Seller nor or any Related Person of Seller or of 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 3.23 of the Disclosure SchedulePart 3.24, neither Seller nor Shareholder nor any Related Person of any of them has, or since October January 1, 20022004, 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 Business’s business. Neither Seller nor Shareholder nor any Related Person of any of them owns, or since October January 1, 20022004, 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 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid Seller (creams and ointmentsa “Competing Business”) products and Paas tablets in any market presently served by Seller (a "Competing Business")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 3.23 of the Disclosure SchedulePart 3.24, neither Seller nor 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 3.23 of the Disclosure SchedulePart 3.27, neither Seller nor any Shareholder nor any Related Person of any of them has, or since October 1December 31, 2002, 2003 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 October 1December 31, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid (creams and ointments) products and Paas tablets in any market presently served by 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 3.23 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 3.23 of the Disclosure ScheduleSchedule 3.26, neither Seller nor Shareholders nor any Related Person has, or since October 1, 2002, of any of them 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 Business’s business. Neither Seller nor Shareholders nor any Related Person of any of them owns, or since October 1, 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, dealings or a material financial interest in any transaction, transaction with Seller other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid Seller (creams and ointmentsa “Competing Business”) products and Paas tablets in any market presently served by Seller (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 marketSeller. Except as set forth in Section 3.23 of the Disclosure ScheduleSchedule 3.26, neither Seller nor 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 3.23 of the Disclosure Scheduleon Schedule 3.28, neither no Seller nor any Shareholder nor any Related Person of any of them has, or since October January 1, 20021999, 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 Business’s business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since October 1, 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, dealings or a material financial interest in any transaction, transaction with Seller other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid Seller (creams and ointmentsa “Current Competing Business”) products and Paas tablets in any market presently served by Seller (a "Competing Business")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 3.23 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)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.23 of the Disclosure SchedulePart 3.26, neither Seller nor any Shareholder nor any Related Person of any of them has, or since October January 1, 2002, 2002 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 either Shareholder nor any Related Person of any of them owns, or since October January 1, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid (creams and ointments) products and Paas tablets in any market presently served by 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 3.23 of the Disclosure SchedulePart 3.26, neither Seller nor 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)

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RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.23 of the Disclosure ScheduleSchedule 3.24, neither Seller nor to Seller's Knowledge, any Affiliate or Related Person of Seller has, or since October January 1, 2002, 2010 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 nor, to Seller's Knowledge, any Affiliate or Related Person of Seller owns, or since October January 1, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid (creams and ointments) products and Paas tablets in any market presently served by 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 3.23 of the Disclosure ScheduleSchedule 3.24, neither Seller nor any no Affiliate or Related Person of 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 3.23 3.26 of the Disclosure Schedule, neither Seller nor any Shareholder nor any Related Person of any of them has, or since October January 1, 20022010, 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 October January 1, 20022010, 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 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid Seller (creams and ointmentsa “Competing Business”) products and Paas tablets in any market presently served by Seller (a "Competing Business")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 3.23 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)

RELATIONSHIPS WITH RELATED PERSONS. Except as disclosed in Section 3.23 of the Disclosure Schedule, neither No Seller nor or any Related Person of Sellers or of any Acquired Company has, or since October January 1, 2002, 2002 has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in, in or pertaining to, Seller's Businessto the Acquired Companies' businesses. Neither No Seller nor or any Related Person ownsof Sellers or of any Acquired Company is, or since October January 1, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller any Acquired Company other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid such Acquired Company (creams and ointmentsa "Competing Business") products and Paas tablets in any market presently served by Seller such ------------------ Acquired Company (a "Competing Business"), 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 3.23 3.24 of the Disclosure Schedule, neither no Seller nor or any Related Person of Sellers or of any 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 3.23 of the Disclosure Schedule, neither No Seller nor or any Related Person of Sellers or of the Company has, or since October 1, 2002, the Reference Date has had, any interest in any property (whether real, personal personal, or mixed and whether tangible or intangible) ), used in, in or pertaining to, Seller's to the Business. Neither Except as set forth in Section 4.26 of the Sellers’ Disclosure Schedule, no Seller nor or any Related Person ownsof Sellers or of the Company is, or since October 1, 2002, 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, dealings or a material financial interest in any transaction, transaction with Seller the Company other than business dealings or transactions disclosed in Section 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid the Company (creams and ointmentsa “Competing Business”) products and Paas tablets in any market presently served by Seller (a "Competing Business"), 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 3.23 4.26 of the Sellers’ Disclosure Schedule, neither no Seller nor or any Related Person of Sellers or of 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 3.23 of the Disclosure ScheduleSchedule 2.28, neither Seller nor any Shareholder nor any Related Person of any of them has, or since October 1December 31, 2002, 2019 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 Business’s business. Neither Seller nor any Shareholder nor any Related Person of any of them owns, or since October 1December 31, 20022019, 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 3.23 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 manufacture, marketing and distribution products or services of over-the-counter or prescription liquid, powder and semi-solid Seller (creams and ointmentsa “Competing Business”) products and Paas tablets in any market presently served by Seller (a "Competing Business")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 3.23 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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