Transactions with Principals. No employee, shareholder, officer or director of the Company or any member of his or her immediate family is indebted to the Company, nor is the Company indebted (or committed to make loans or extend or guarantee credit) to any of them other than (a) for payment of salary for services rendered, (b) reimbursement for reasonable expenses incurred on behalf of the Company, and (c) for other standard employee benefits made generally available to all employees (including stock option agreements outstanding under the Stock Option Plan and approved by the Board of Directors). No officer or director, and, to the Company's knowledge, no other person is, directly or indirectly, interested in any contract with the Company. No officer or director, or, to the Company's knowledge, no employee or shareholder of the Company or any member of any officer's, director's, employee's or stockholder's immediate family, has any direct or indirect ownership interest in any firm or corporation with which the Company is affiliated or with which the Company has a material business relationship, or any firm or corporation that competes with the Company, except that employees, shareholders, officers and directors of the Company may own stock in publicly traded companies that compete with the Company.
Transactions with Principals. The Company may take the following actions without the prior consent of a Majority in Interest provided that such actions are approved by a majority of the Compensation Committee of the Board of Directors: • Provide compensation to employees in excess of $100,000 per year, including increases in compensation in a manner that the Compensation Committee of the Board determines to be reasonable and in the best interests of the Company. • Hire additional employees to fill newly created positions and/or to fill vacancies created by the termination or resignation of any employee on terms, including the payment of compensation in excess of $100,000 per year, that the Board of Directors determines are reasonable and in the best interests of the Company. • Make adjustments to the compensation payable to the Company’s scientific founder and Chairman of the Company’s Scientific Advisory Board in a manner that the Board determines to be reasonable and in the best interest of the Company. Schedule 9(w) Lockup Providers Xxx Xxxxxxxx-Mood Xxxxxxxx xx Xxxxx Xxxx X. XxXxxxxxx Xxxx X. XxXxxxx Xxxxxxx Xxxxxxx Xxxxxxxx XxXxxxx Schedule 12(a) Excepted Issuances There are 1,670 shares of Series D Convertible Preferred Stock currently outstanding, which are convertible into shares of Common Stock of the Company at a current conversion price of $0.082. Additionally, four employees were granted stock options in the amounts and at the exercise prices set forth below: Options Exercise Price Effective Date Vesting Period (Years) 25,000 $ 0.080 9/8/2009 3 70,000 $ 0.090 2/8/2010 3 30,000 $ 0.090 2/8/2010 3 5,000 $ 0.090 11/16/2009 3 Schedule 00 Xxxxxx Xxxxxxx Xxxxxx Xxxxxxx Outstanding Principal Amount Xxxx Xxxxxxx $350,000
Transactions with Principals. Except as set forth on Schedule 3.19 hereto, no employee, stockholder, director or officer of the Company or its subsidiaries, consultant to the Company or its subsidiaries, or any affiliate or immediate family member thereof (a "Related Party") is indebted to the Company or its subsidiaries, nor is the Company or its subsidiaries indebted (or committed to make loans or extend or guarantee credit) to any Related Party. To the best of the Company's knowledge, except as set forth on Schedule 3.19 hereto, no Related Party is, directly or indirectly, interested in any material contract with the Company or its subsidiaries. Set forth on Schedule 3.19 hereto is a list of each agreement, instrument or other writing intended to constitute a legal obligation between the Company or its subsidiaries and any Related Party at the time of the Closing. Except as set forth in that certain Stockholders Agreement of even date herewith, to the best of the Company's knowledge, there is no voting agreement or other arrangement among its stockholders with respect to the election of any individual or individuals to the Company's Board of Directors.
Transactions with Principals. Except for employment, severance or other compensation arrangements referred to above, no employee, stockholder or director of the Company is indebted to the Company, nor is the Company indebted (or committed to make loans or extend or guarantee credit) to any of them.
Transactions with Principals. No employee, stockholder or ---------------------------- director of the Company is indebted to the Company in an amount in excess of $50,000, nor is the Company indebted (or committed to make loans or extend or guarantee credit) to any of its stockholders, directors or employees in an amount in excess of $50,000. No stockholder, director or employee of the Company is, directly or indirectly, interested in any contract, arrangement or other transaction with the Company. Other than as set forth in Schedule 2, the Company has no obligation to make any payments to any employee, stockholder or director other than customary compensation, salary, bonus, perquisites, director fees and option grants.
Transactions with Principals. No employee, shareholder, officer or director of the Company is indebted to the Company, nor is the Company indebted (or committed to make loans or extend or guarantee credit) to any of them in any material aspect, except Boston Financial & Equity has a loan appliication pending which will require at least one personal guarantee. The Company previously has furnished the Investors a copy of each agreement, instrument or other writing constituting legal rights and obligations to which both the Company and any founder, officer, director or principal security holder or company or organization directly or indirectly controlled by such persons are parties.
Transactions with Principals. No present or former employee, shareholder, or officer or director of the Company or their spouses, children or affiliates (as that term is defined in Rule 405 under the Securities Act) is indebted to the Company in an amount in excess of $100,000 nor is the Company indebted to any of them in such amount or, directly or indirectly, interested in any transaction with the Company which is material to the Company, including, without limitation, any agreement providing for the employment of, furnishing of services by, rental of assets from or to, or
Transactions with Principals. With the exception of minor indebtedness incurred in the ordinary course of business, the Company is not indebted to any employee, shareholder, officer or director of the Company, and no such employee, shareholder, officer or director is indebted to the Company.
Transactions with Principals. Other than (i) standard employee benefits generally made available to all employees, (ii) standard director and officer indemnification agreements approved by the Board of Directors, and (iii) the purchase of shares of the Company’s capital stock and the issuance of warrants or options to purchase shares of the Company’s Common Stock, in each instance, approved in the written minutes of the Board of Directors (previously provided to Purchasers), there are no agreements, understandings or proposed transactions between the Company and any of its officers, directors, or consultants, or any Affiliate thereof. No employee, Purchasers, officer or director of the Company nor any of his, her or its Affiliates or immediate family members:
Transactions with Principals. Except as shown on Exhibit 3.19 hereto, no employee, shareholder, officer or director of the Company is indebted to the Company, nor is the Company indebted (or committed to make loans or extend or guarantee credit) to any of them. Set forth on Exhibit 3.19 is a list of each agreement, instrument or other writing constituting legal rights and obligations between the Company and any member or manager at the time of the Closing.
