No Affiliate. The Seller is not and has not at any time been an Affiliate, as that term is defined in the Securities Act of 1933, as amended (the “Securities Act”), of the Company.
No Affiliate. All parties agree that after the Effective Time, that neither Capital General Corporation, a Utah corporation, nor any of its officers and directors have any ongoing or other business relationship with any of the parties to this Agreement, or their officers, directors and promoters, nor any family or other relationships with such, and therefore have no ability to exercise any control or influence over the management and conduct of Micro's business.
No Affiliate. Related Party or 5% Stockholder Status. Each Investor is not, and has not been during the consecutive three month period preceding the date hereof, a director, officer or “affiliate” within the meaning of Rule 144 promulgated under the Securities Act (an “Affiliate”) of the Issuer. To its knowledge, the applicable Investor did not acquire any of the Exchanged Securities, directly or indirectly, from an Affiliate of the Issuer. Each Investor beneficially owns and will beneficially own as of the Closing Date (but without giving effect to the Transactions) (a) less than 5% of the outstanding shares of Common Stock of the Issuer and (b) less than 5% of the aggregate number of votes that may be cast by holders of those outstanding securities of the Issuer that entitle the holders thereof to vote generally on all matters submitted to the Issuer’s stockholders for a vote. No Investor is a subsidiary, Affiliate or, to its knowledge, otherwise closely-related to any director or officer of the Issuer (each such director or officer, a “Related Party”). To its knowledge, no Related Party beneficially owns 5% or more of the outstanding voting equity, or votes entitled to be cast by the outstanding voting equity, of the applicable Investor.
No Affiliate. Such Distributee Member is not an affiliate of TD Group and has not been an affiliate of TD Group in the three month period preceding the date hereof. For purposes hereof, “affiliate” shall have the meaning set forth in Rule 144 under the Securities Act of 1933, as amended.
No Affiliate. All parties agree that after the exchange of shares as provided above, that neither Harper and Harper Management, Xxx., nor xxx xx its officers and directors have any ongoing or other business relationship with any of the parties to this Agreement, or their officers, directors and promoters, nor any family or other relationship with such and therefore have no ability to exercise any control or influence of the management and conduct of HANX's business and therefore are non affiliates of HANX.
No Affiliate. The Holder is not an Affiliate of the Company and will not become an Affiliate of the Company as a result of the consummation of the transactions contemplated by this Agreement.
No Affiliate. All parties agree thai after the exchange of shares as provided above, that neither Capital General Corporation nor any of its officers and directors have any ongoing or other business relationship with any of the panics to this Agreement, or their officers, directors and promoters, nor any family or other relationships with such, and therefure have no ability to exercise any control or influence over the management and conduct of KOWTOW'S business and therefore are non affiliates of KOWTOW.
No Affiliate. Holder is not, and has not for 90 days prior to the date of this Agreement, been an “Affiliate” of the Company, as that term is defined in the Securities Act.
No Affiliate. SGI is not and has never been an affiliate of the Company, as that term is defined in the Securities Act.
No Affiliate. All parties agree that after the exchange of shares as provided above, that neither Capital General Corporation nor any of its officers and directors have any ongoing or other business relationship with any of the parties to this Agreement, or their officers, directors and promoters, nor any family or other relationships with such, and therefore have no ability to exercise any control or influence over the management and conduct of HYENA's business and therefore are non affiliates of HYENA.
