Contracts and Relationships Sample Clauses

Contracts and Relationships. Buyer shall cause the Businesses to take any and all necessary actions to assure that the Businesses are solely and exclusively responsible for all of the debts, liabilities, obligations, and customer and employment relationships related to the Businesses after closing of the Transactions, so that Seller, the Parent Company, and their affiliates have no liability of any kind related to the Businesses after the date of this Agreement.
Sample 1
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Contracts and Relationships. Section 3.10(a) of the Sellers’ Disclosure Letter lists, and the Sellers have provided to the Buyer Parent in the Data Room true and complete copies of, all Contracts between any Seller and any of its Subsidiaries (excluding the Company) and the Company (the “Seller Parent/Inotera Contracts”). Section 3.10(b) of the Sellers’ Disclosure Letter lists, and the Sellers have provided to the Buyer Parent in the Data Room true and complete copies of, all Contracts between any Seller and any of its Subsidiaries (excluding the Company) and Nanya and any of its Subsidiaries that relate to the Company (the “Seller Parent/Nanya Contracts”). After the 2nd Closing Date, (i) the relationships between the Seller and any of its Subsidiaries, on the one hand, and the Company, on the other hand, will be governed exclusively by the Acquisition Total Documents to which they are parties, and (ii) the Sellers and their Subsidiaries will not be party to any other Contracts with respect to the Company.
Sample 1
Contracts and Relationships. The Sellers have provided to Micron true and complete copies of all Contracts between any Seller or any of its Affiliates (excluding the Company and its Subsidiaries), on the one hand, and the Company and any of its Subsidiaries, on the other hand. Set forth on Section 3.5 of the Sellers' Disclosure Letter is a description, which is accurate and complete in all material respects, of: (i) all other ongoing material business or operational relationships between any Seller or any of its Affiliates (excluding the Company and its Subsidiaries), on the one hand, and the Company and any of its Subsidiaries, on the other hand, and (ii) the arrangements between Powerchip, Elpida and/or the Company on the contribution and licensing of intellectual property or technology between Powerchip and/or any of its Subsidiaries, on the one hand, and Elpida, the Company and/or any of their respective Subsidiaries, on the other hand.
Sample 1

Related to Contracts and Relationships

  • Customer Relationships The Executive understands and acknowledges that the Company has expended significant resources over many years to identify, develop, and maintain its clients. The Executive additionally acknowledges that the Company’s clients have had continuous and long-standing relationships with the Company and that, as a result of these close, long-term relationships, the Company possesses significant knowledge of and confidential information about its clients and their needs. Finally, the Executive acknowledges the Executive’s association and contact with these clients is derived solely from Executive’s employment with the Company. The Executive further acknowledges that the Company does business throughout the United States and that the Executive personally has significant contact with the Company’s clients and customers solely as a result of Executive’s relationship with the Company.

  • Certain Business Relationships Neither Parent nor any of its affiliates is a party to any Contract with any director, officer or employee of the Company or any Company Subsidiary.

  • Relationships Nothing contained in this Agreement shall be deemed to constitute either party a partner, joint venturer or employee of the other party for any purpose.

  • EMPLOYMENT RELATIONSHIPS The ORGANIZATION, its employees, volunteers or agents performing under this Agreement are not deemed to be employees of the COUNTY, nor volunteers or agents of the COUNTY in any manner whatsoever. No officer, employee, volunteer or agent of the ORGANIZATION will hold themselves out as, or claim to be, an officer, employee, volunteer or agent of the COUNTY by reason hereof, nor will they make any claim, demand or application to or for any right or privilege applicable to an officer, employee volunteer or agent of the COUNTY. The parties agree that the COUNTY will not be responsible for the payment of any industrial insurance premiums or related claims or other benefits that may arise during the performance of services under this Agreement for any ORGANIZATION employee or volunteer, or for any consultant’s, contractor’s or subcontractor’s employee(s) or agent(s) that has been retained by the ORGANIZATION.

  • No Relationships with Customers and Suppliers No relationship, direct or indirect, exists between or among the Company on the one hand, and the directors, officers, 5% or greater stockholders, customers or suppliers of the Company or any of the Company’s affiliates on the other hand, which is required to be described in the Disclosure Package and the Prospectus or a document incorporated by reference therein and which is not so described.

  • Business Relationships There are no business relationships or related party transactions involving the Company or any other person required to be described in the Registration Statement, the Pricing Disclosure Package and the Prospectus that have not been described as required.

  • Banking Relationships Schedule 3.22 shows the names and locations of all banks, trust companies and other financial institutions in which the Company has accounts, lines of credit or safety deposit boxes and, with respect to each account, line of credit or safety deposit box, the names of all Persons authorized to draw thereon or to have access thereto.

  • Other Relationships Any Agent and any other person, whether or not acting for itself, may acquire, hold or dispose of any Note, Coupon, Talon or other security (or any interest therein) of the Issuer or any other person, may enter into or be interested in any contract or transaction with any such person, and may act on, or as depositary, trustee or agent for, any committee or body of holders of securities of any such person, in each case with the same rights as it would have had if that Agent were not an Agent and need not account for any profit.

  • Employment Contracts Neither the Seller nor any Seller Subsidiary is a party to any Contracts for employment, severance, consulting or other similar agreements with any employees, consultants, officers or directors of the Seller or any of the Seller Subsidiaries, except as set forth on Section 2.10(h) of the Seller Disclosure Schedule. Neither the Seller nor any Seller Subsidiary is a party to any collective bargaining agreements.

  • No Undisclosed Relationships No relationship, direct or indirect, exists between or among the Company or any of its subsidiaries, on the one hand, and the directors, officers, stockholders, customers or suppliers of the Company or any of its subsidiaries, on the other, that is required by the Securities Act to be described in the Registration Statement and the Prospectus and that is not so described in such documents and in the Pricing Disclosure Package.

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