Common use of Transactions with Related Persons Clause in Contracts

Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target Entity, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target Entity), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target Entity. The assets of the Target Entities do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 4 contracts

Samples: Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (Tingo, Inc.), Agreement and Plan of Merger (MICT, Inc.)

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Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three two (32) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, managers, employees or employees trustees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from from, or (c) otherwise requiring payments to (other than for services or expenses as officers, directors, officers managers, employees or employees trustees of the Target Entity Company in the ordinary course of business consistent with past practicebusiness) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or property, Personal Property, or right, tangible or intangible (including Intellectual Property) which that is used in the business of any Target EntityCompany and no Related Person has a right to any of the foregoing property. The assets of the Target Entities Companies do not include any material receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any material payable or other obligation or commitment to any Company Related Person.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (SANUWAVE Health, Inc.), Agreement and Plan of Merger (SEP Acquisition Corp.)

Transactions with Related Persons. Except as set forth on Schedule 4.215.21, no Target Entity nor Company or any of its their respective Affiliates, nor or any officer, director, manager, employee, employee or trustee or beneficiary of a Target Entity or Company or, to the Sellers’ Knowledge, any of its their respective Affiliates, nor any immediate family member Immediate Family Member (as hereinafter defined) of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, managers or employees of the a Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers officers, managers or employees of the a Target Entity in the ordinary course of business consistent with past practiceCompany) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.215.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used by a Target Company in the business of any such Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities Liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person. “Immediate Family Member” means a child, stepchild, grandchild, parent, stepparent, grandparent, spouse, life partner or similar statutorily-recognized domestic partner, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law, including adoptive relationships of a natural person referred to herein.

Appears in 1 contract

Samples: Business Combination Agreement (Relativity Acquisition Corp)

Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, or beneficial owner of 5% or more of the equity interests of a Target Company, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, presently a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or the license of Intellectual Property from, (c) granting or receiving any right or interest in any asset of a Target Company to or from, or (cd) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded companyBGHL). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (RCF Acquisition Corp.)

Transactions with Related Persons. Except as set forth on Schedule 4.21Section 5.21 of the Company Disclosure Schedules, no Target Entity nor any of its Affiliates, nor any officer, director, manager, employee, trustee director or beneficiary shareholder holding greater than 10% of the Company’s Ordinary Shares on a fully diluted basis of the Company or any Target Entity Company or any of its their respective Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) ), is presently, or in the past three (3) years, has been, a party to any transaction with the Company or a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Company or a Target EntityCompany), (b) providing for the rental of real property or Personal Property from from, or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Company or a Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest a position as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect ownership interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company), in each case, other than any Ancillary Document. Except as set forth on Schedule 4.21Section 5.21 of the Company Disclosure Schedules, no or as contemplated by or provided for in any Ancillary Document, neither the Company nor any Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or material Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of the Company or any Target EntityCompany. The Except as set forth on Section 5.21 of the Company Disclosure Schedules, or as contemplated by or provided for in any Ancillary Document, the assets of the Company and the Target Entities Companies do not include any material receivable or other material obligation from a Company Related Person, and the liabilities Liabilities of the Company and the Target Entities Companies do not include any material payable or other material obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (Rosecliff Acquisition Corp I)

Transactions with Related Persons. Except as set forth on Schedule 4.21in Section 4.21 of the Company Disclosure Schedules, no Target Entity Company nor any of its their respective Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its their respective Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three two (32) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21in Section 4.21 of the Company Disclosure Schedules, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any material receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any material payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Pono Capital Two, Inc.)

Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, managers or employees of the a Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as officers, directors, officers managers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company other Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any material Contract or other material arrangement or material commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) ), which is used in the business of any Target EntityCompany. The Except as set forth on Schedule 4.21, the assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Malacca Straits Acquisition Co LTD)

Transactions with Related Persons. Except as set forth on Schedule 4.217.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, to the Knowledge of the Company, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) yearssince January 1, 2021, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.217.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (Healthwell Acquisition Corp. I)

Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or or, to the Knowledge of the Company, any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (Andina Acquisition Corp. III)

Transactions with Related Persons. Except (i) for payment of salary for services rendered in the ordinary course of business consistent with past practice, (ii) for reimbursement for reasonable expenses incurred on behalf of the Company or any of the Target Companies in the ordinary course of business consistent with past practice, (iii) for other employee benefits made in the ordinary course of business consistent with past practice, (iv) as described in the Company Financials delivered on or prior to the date of this Agreement, or (v) as set forth on Schedule 4.217.20, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, years has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company)interest. Except as set forth on Schedule 4.217.20, no Target Entity has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (Alussa Energy Acquisition Corp.)

Transactions with Related Persons. Except as set forth on Schedule 4.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing Affiliates (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Biolife Solutions Inc)

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Transactions with Related Persons. Except as set forth on Schedule 4.214.22, no Target Entity Company nor any of its Affiliates, nor any officer, director, commissioner, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, years has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors directors, commissioners or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, commissioners, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, commissioner, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.214.22, no Target Entity Company has outstanding any Contract or other material arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The Except as set forth on Schedule 4.22, the assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person. Schedule 4.22 specifically identifies all Contracts, arrangements or commitments set forth on such Schedule 4.22 that cannot be terminated upon sixty (60) days’ notice by the Target Companies without cost or penalty.

Appears in 1 contract

Samples: Business Combination Agreement (Malacca Straits Acquisition Co LTD)

Transactions with Related Persons. Except as (i) set forth on Schedule 4.216.21, and (ii) any Company Benefit Plan, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) yearsyears or since their respective inception (whichever is shorter), has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, or director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company), other than any Ancillary Document. Except as set forth on Schedule 4.216.21, or as contemplated by or provided for in any Ancillary Document, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The Except as set forth on Schedule 6.21, the assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (Finnovate Acquisition Corp.)

Transactions with Related Persons. Except Other than as set forth on out in Schedule 4.214.23, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee director or beneficiary 5% beneficial owner of the equity of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, years has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or the license of Intellectual Property from, (c) granting or receiving any right or interest in any asset of a Target Company to or from, or (cd) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course Ordinary Course of business Business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.21, no No Target Entity has outstanding Company is party to any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities Liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person. Schedule 4.23 specifically identifies those Contracts, arrangements or commitments set forth on such Schedule 4.23 that cannot be terminated upon sixty (60) days’ notice by the Target Companies without cost or penalty. All material transactions since the incorporation of the Company between the Company and Related Persons that require approvals pursuant to Sections 268 to 284 of the Israeli Companies Law, or pursuant to the Company’s Organizational Documents have been duly approved. To the Company’s Knowledge, no officer or director of any Target Company: (i) has any direct or indirect financial interest in, or is an officer, director, manager, employee or consultant of, (A) any competitor, supplier, licensor, distributor, lessor, independent contractor or customer of any Target Company or (B) any other entity in any material business arrangement or relationship with any Target Company; provided, however, that the ownership of securities listed on any national securities exchange representing less than 2% of the outstanding voting power of any Person shall not be deemed to be a “financial interest” in any such Person; (ii) has any interest in any property, asset or right used by the Target Company for the business; (iii) has outstanding any Indebtedness owed to any Target Company; or (iv) has received any funds from the Target Company since the date of the Latest Balance Sheet, except for employment-related compensation received in the Ordinary Course of Business.

Appears in 1 contract

Samples: Agreement and Plan of Merger (OceanTech Acquisitions I Corp.)

Transactions with Related Persons. Except as set forth on Schedule 4.214.20 of the Company Disclosure Schedules, contemplated by this Agreement, the Reorganization, any of the Ancillary Documents, or in connection with the transactions contemplated hereby and thereby and, for the avoidance of doubt, any Company Benefit Plan or at-will employment arrangements with employees entered into in the ordinary course of business consistent with past practice, including all non-competition, severance and indemnification agreements, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property personal property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two five percent (25%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.214.20 of the Company Disclosure Schedules, no Target Entity Company has any outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Propertypersonal property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Kludein I Acquisition Corp)

Transactions with Related Persons. Except as set forth on Schedule 4.214.21 of the Company Disclosure Schedules, no Target Entity Company nor any of its Affiliates, nor any officer, director, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or (c) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.214.21 of the Company Disclosure Schedules, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Agreement and Plan of Merger (First Light Acquisition Group, Inc.)

Transactions with Related Persons. Except as set forth on Schedule 4.215.21, no Target Entity Company nor any of its Affiliates, nor any officer, director, or beneficial owner of 5% or more of the equity interests of a Target Company, manager, employee, trustee or beneficiary of a Target Entity Company or any of its Affiliates, nor any immediate family member of any of the foregoing (whether directly or indirectly through an Affiliate of such Person) (each of the foregoing, a “Company Related Person”) is presently, or in the past three (3) years, has been, a party to any transaction with a Target EntityCompany, including any Contract or other arrangement (a) providing for the furnishing of services by (other than as officers, directors or employees of the Target EntityCompany), (b) providing for the rental of real property or Personal Property from or the license of Intellectual Property from, (c) granting or receiving any right or interest in any asset of a Target Company to or from, or (cd) otherwise requiring payments to (other than for services or expenses as directors, officers or employees of the Target Entity Company in the ordinary course of business consistent with past practice) any Company Related Person or any Person in which any Company Related Person has an interest as an owner, officer, manager, director, trustee or partner or in which any Company Related Person has any direct or indirect interest (other than the ownership of securities representing no more than two percent (2%) of the outstanding voting power or economic interest of a publicly traded company). Except as set forth on Schedule 4.215.21, no Target Entity Company has outstanding any Contract or other arrangement or commitment with any Company Related Person, and no Company Related Person owns any real property or Personal Property, or right, tangible or intangible (including Intellectual Property) which is used in the business of any Target EntityCompany. The assets of the Target Entities Companies do not include any receivable or other obligation from a Company Related Person, and the liabilities of the Target Entities Companies do not include any payable or other obligation or commitment to any Company Related Person.

Appears in 1 contract

Samples: Business Combination Agreement (Catcha Investment Corp)

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