Common use of RELATIONSHIPS WITH RELATED PERSONS Clause in Contracts

RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor any Related Person of Seller or of the Company has, or since the first day of the next to last completed fiscal year of the Company has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's business, except for property used by Seller's home office personnel to oversee the operations of the Company. Neither Seller nor any Related Person of Seller or of the Company is, or since the first day of the next to last completed fiscal year of the Company has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with the Company other than business dealings or transactions conducted in the Ordinary Course of Business with the Company at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with the Company with respect to any line of the products or services of the Company (a "Competing Business") in any market presently served by the Company except for less than one percent 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 Part 3.25 of the Disclosure Letter, neither Seller nor any Related Person of Seller or of the Company is a party to any Contract with, or has any claim or right against, the Company.

Appears in 2 contracts

Samples: Agreement and Plan of Reorganization (Nutriceuticals Com Corp), Agreement and Plan of Reorganization (Dynamic Health Products Inc)

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RELATIONSHIPS WITH RELATED PERSONS. Neither Except as disclosed in Section 3.24 of the Disclosure Schedule, neither the Parent Seller nor any Related Person of the Parent Seller or of the Company has, or since the first day of the next to last completed fiscal year of the Company January 1, 2003 has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's ’s business, except for property used by Seller's home office personnel to oversee the operations . Except as disclosed in Section 3.24 of the Company. Neither Disclosure Schedule, neither the Parent Seller nor any Related Person of the Parent Seller or of the Company is, or since the first day of the next to last completed fiscal year of the Company January 1, 2003 has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with the Company other than business dealings or transactions conducted in the Ordinary Course of Business with the Company at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with the Company with respect to any line of the products or services of the Company (a "Competing Business") in any market presently served by the Company (except for the ownership of less than one percent 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 Part 3.25 of the Disclosure LetterSchedule, neither the Parent Seller nor any Related Person of the Parent Seller or of the Company is a party to any Contract with, or has any claim or right against, the Company.

Appears in 1 contract

Samples: Agreement of Purchase and Sale (Measurement Specialties Inc)

RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor Shareholder nor any Related Person of Seller or any of the Company them has, or since the first day of the next to last completed fiscal year of the Company Seller has had, any interest in any property (whether real, personal, personal or mixed and whether tangible or intangible), ) used in or pertaining to the CompanySeller's business, except for property used by Seller's home office personnel to oversee the operations of the Company. Neither Seller nor Shareholder nor any Related Person of Seller or any of the Company isthem owns, or since the first day of the next to last completed fiscal year of the Company Seller has owned (owned, of record or as a beneficial owner) , an equity interest or any other financial or profit interest in, a in any Person that has (ia) had business dealings or a material financial interest in any transaction with the Company Seller other than business dealings or transactions disclosed in Part 3.29, each of which has been conducted in the Ordinary Course of Business with the Company Seller at substantially prevailing market prices and on substantially prevailing market terms, terms or (iib) engaged in competition with the Company Seller with respect to any line of the products or services of the Company Seller (a "Competing Business") in any market presently served by the Company 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 Part 3.25 of the Disclosure Letter3.29, neither Seller nor Shareholder nor any Related Person of Seller or any of the Company them is a party to any Contract with, or has any claim or right against, the CompanySeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Aberdeen Idaho Mining Co)

RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor Shareholders nor any Related Person of Seller or any of the Company them has, or since the first day of the next to last completed fiscal year of the Company Seller has had, any interest in any property (whether real, personal, personal or mixed and whether tangible or intangible), ) used in or pertaining to the CompanySeller's business, except for property used by Seller's home office personnel to oversee the operations of the Company. Neither Seller nor Shareholders nor any Related Person of Seller or any of the Company isthem owns, or since the first day of the next to last completed fiscal year of the Company Seller has owned (owned, of record or as a beneficial owner) , an equity interest or any other financial or profit interest in, a in any Person that has (ia) had business dealings or a material financial interest in any transaction with the Company Seller other than business dealings or transactions disclosed in Part 3.29, each of which has been conducted in the Ordinary Course of Business with the Company Seller at substantially prevailing market prices and on substantially prevailing market terms, terms or (iib) engaged in competition with the Company Seller with respect to any line of the products or services of the Company Seller (a "Competing Business") in any market presently served by the Company 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 Part 3.25 of the Disclosure Letter3.29, neither Seller nor Shareholders nor any Related Person of Seller or any of the Company them is a party to any Contract with, or has any claim or right against, the CompanySeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Age Research Inc)

RELATIONSHIPS WITH RELATED PERSONS. Neither No Seller nor or any Related Person of Seller Sellers or of the any Acquired Company has, or since the first day of the next to last completed fiscal year of the Company Acquired Companies has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's business, except for property used by Seller's home office personnel to oversee the operations of the CompanyAcquired Companies’ businesses. Neither No Seller nor or any Related Person of Seller Sellers or of the any Acquired Company is, or since the first day of the next to last completed fiscal year of the Company Acquired Companies has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with the any Acquired Company other than business dealings or transactions conducted in the Ordinary Course of Business with the Company Acquired Companies at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with the any Acquired Company with respect to any line of the products or services of the such Acquired Company (a "Competing Business") in any market presently served by the such Acquired Company except for less than one percent 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 Part 3.25 of the Disclosure Letter, neither No Seller nor or any Related Person of Seller Sellers or of the any Acquired Company is a party to any Contract with, or has any claim or right against, the any Acquired Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (NF Energy Saving Corp)

RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor the Seller, the Company or any Related Person of the Seller or of either the Company has, or since the first day of the next to last completed fiscal year of the Company has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's ’s business, except for property used by Seller's home office personnel to oversee the operations of the Company. Neither Seller nor the Seller, the Company or any Related Person of the Seller or of the Company is, or since the first day of the next to last completed fiscal year of the Company has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with the Company other than business dealings or transactions conducted in the Ordinary Course of Business with the Company at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with the Company with respect to any line of the products or services of the Company (a "Competing Business") in any market presently served by the Company except for less than one percent 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 Part 3.25 of Neither the Disclosure Letter, neither Seller nor or any Related Person of the Seller or of the Company is a party to any Contract with, or has any claim or right against, the Company.

Appears in 1 contract

Samples: Stock Purchase Agreement (China Liberal Education Holdings LTD)

RELATIONSHIPS WITH RELATED PERSONS. Neither Except as disclosed in Part 3.28 of the Disclosure Schedule, neither Seller nor the Member nor any Related Person of Seller or either of the Company them has, or since the first day of the next to last completed fiscal year of the Company January 1, 2000, has had, any interest in any property (whether real, personal, personal or mixed and whether tangible or intangible), ) used in or pertaining to the Company's Seller’s business, except for property used by Seller's home office personnel to oversee the operations of the Company. Neither Seller nor the Member nor any Related Person of Seller or any of the Company isthem owns, or since the first day of the next to last completed fiscal year of the Company January 1, 2000, has owned (owned, of record or as a beneficial owner) , an equity interest or any other financial or profit interest in, a in any Person that has (ia) had business dealings or a material financial interest in any transaction with the Company Seller other than business dealings or transactions disclosed in Part 3.28 of the Disclosure Schedule, each of which has been conducted in the Ordinary Course of Business with the Company Seller at substantially their prevailing market prices and on substantially their prevailing market terms, terms or (iib) to the Knowledge of Seller, engaged in competition with the Company Seller with respect to any line of the products or services of the Company Seller (a "Competing Business") in any market presently served by the Company 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 Part 3.25 3.28 of the Disclosure LetterSchedule, neither Seller nor the Member nor any Related Person of Seller or any of the Company them is a party to any Contract with, or has any claim or right against, the CompanySeller.

Appears in 1 contract

Samples: Asset Purchase Agreement (Chart Industries Inc)

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RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor No Shareholder or any Related Person of Seller Shareholders or of the Company or any Subsidiary has, or since the first day of the next to last completed fiscal year of the Company January 1, 1997 has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's or any Subsidiary's business, except for property used by Seller's home office personnel to oversee the operations of the Company. Neither Seller nor No Shareholder or any Related Person of Seller Shareholders or of the Company or any Subsidiary is, or since the first day of the next to last completed fiscal year of the Company January 1, 1997 has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest in, a Person that has (i) had business dealings or a material financial interest in any transaction with the Company or any Subsidiary, other than business dealings or transactions conducted in the Ordinary Course of Business with the Company or a Subsidiary at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with the Company or any Subsidiary with respect to any line of the products or services of the Company or any Subsidiary (a "Competing Business") in any market presently served by the Company or any Subsidiary, except for less than one percent 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 Part 3.25 3.23 of the Shareholder Disclosure LetterSchedule, neither Seller nor no Shareholder or any Related Person of Seller Shareholders or of the Company is a party to or any Contract with, or Subsidiary has any unfulfilled claim or right against, against the Company other than claims or rights arising out of employment relationships with the Company.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Accel International Corp)

RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor Except as disclosed in Schedule 3.24, no Shareholders or any Related Person of Seller or any of the Company them has, or since the first day of the next to last completed fiscal year of the Company January 1, 2004 has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's business, except for property used by Seller's home office personnel to oversee the operations business of the CompanySellers. Neither Seller Sellers, nor any Shareholders, nor any Related Person of Seller or any of the Company isthem owns, or since the first day of the next to last completed fiscal year of the Company January 1, 2004 has owned (owned, of record or as a beneficial owner) , an equity interest or any other financial or profit interest in, a Person in any Persons that has (ia) had business dealings or a material financial interest in any transaction with the Company Sellers other than business dealings or transactions disclosed in Schedule 3.24, each of which has been conducted in the Ordinary Course of Business with the Company Sellers at substantially prevailing market prices and on substantially prevailing market termsterns, or (iib) engaged in competition with the Company Sellers with respect to any line of the products or services of the Company Sellers (a "Competing BusinessCOMPETING BUSINESS") in any market presently served by the Company Sellers, except for ownership of less than one percent 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 Part 3.25 of the Disclosure LetterSchedule 3.24, neither Seller Sellers nor any Shareholder nor any Related Person of Seller or any of the Company them is a party to any Contract with, or has any claim or right against, the CompanySellers.

Appears in 1 contract

Samples: Asset Purchase Agreement (Allis Chalmers Corp)

RELATIONSHIPS WITH RELATED PERSONS. Neither Seller nor Except as set forth in Part 3.25 of the Disclosure Letter: to the Knowledge of the Company, no Shareholder or any Related Person of Seller or of the Company a Shareholder has, or since the first day of the next to last completed fiscal year of the Company has had, any interest in any property (whether real, personal, or mixed and whether tangible or intangible), used in or pertaining to the Company's business, except for property used by Seller's home office personnel to oversee businesses. To the operations Knowledge of the Company. Neither Seller nor , no Shareholder or any Related Person of Seller or of the Company a Shareholder is, or since the first day of the next to last completed fiscal year of the Company has owned (of record or as a beneficial owner) an equity interest or any other financial or profit interest ininterest's therein, a Person that has (i) had business dealings or a material financial interest in any transaction with the Company other than business dealings or transactions conducted in the Ordinary Course of Business with the Company at substantially prevailing market prices and on substantially prevailing market terms, or (ii) engaged in competition with the Company with respect to any line of the products or services of the Company (a "Competing Business") in any market presently served by the Company except for less than one percent 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 Part 3.25 of the Disclosure Letter, neither Seller nor no Shareholder or any Related Person of Seller or of the Company a Shareholder is a party to any Contract with, or has any claim or right against, the Company.

Appears in 1 contract

Samples: Share Exchange Agreement (Isecuretrac Corp)

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