Related to Uniqueness of names
Certain Business Relationships Except as set forth in Section 3.26 of the Seller Disclosure Letter, none of the present or former directors, officers or employees of the Company or any of its Subsidiaries, or to the Company's Knowledge any present or former Shareholders, owns, directly or indirectly, any interest in any business, corporation or other entity (other than investments in publicly held companies) which, on the date hereof or within the past twelve (12) months, has been involved in any manner in any material business arrangement or relationship with the Company or any of its Subsidiaries, and none of the foregoing persons owns any property or rights, tangible or intangible, which are used in the business of the Company or any of its Subsidiaries.
Restrictions on Business Activities There is no agreement (not to compete or otherwise), commitment, judgment, injunction, order or decree to which Seller is a party relating to the Business or otherwise binding upon Seller or the Business which has had or may reasonably have the effect of (i) prohibiting the transactions contemplated by this Agreement or any acquisition of property (tangible or intangible) by the Seller or, after the Closing Date, by the Buyer, or (ii) placing any restrictions upon Seller with respect to manufacturing, selling, licensing or otherwise distributing any of the Products (except for Custom Products, to the extent Seller does not own the Specifications thereto) or the Transferred Technology to or providing services to, customers or potential customers or any class of Persons, in any geographic area, during any period of time or in any segment of the market.
Business Names Other than its full corporate name, Borrower has not conducted business using any trade names or fictitious business names except as shown on the Supplement.
Restrictions on Business There shall be no restrictions on the business which Amalco is authorized to carry on.
Completeness of Disclosure No representation or warranty by Pubco in this Agreement nor any certificate, schedule, statement, document or instrument furnished or to be furnished to Priveco pursuant hereto contains or will contain any untrue statement of a material fact or omits or will omit to state a material fact required to be stated herein or therein or necessary to make any statement herein or therein not materially misleading.
Certification Regarding Business with Certain Countries and Organizations Pursuant to Subchapter F, Chapter 2252, Texas Government Code, PROVIDER certifies it is not engaged in business with Iran, Sudan, or a foreign terrorist organization. PROVIDER acknowledges this Purchase Order may be terminated if this certification is or becomes inaccurate.
Certain Business Relationships with the Company To the Company's Knowledge, no Person holding more that five percent (5.0%) of the Company's issued and outstanding capital stock calculated on a fully-diluted basis, nor any director or officer of the Company, nor any member of their immediate families, nor any Affiliate of any of the foregoing, owns, directly or indirectly, or has an ownership interest in (a) any business (corporate or otherwise) which is a party to, or in any property which is the subject of, any business arrangement or relationship of any kind with the Company, or (b) any business (corporate or otherwise) which conducts the same business as, or a business similar to, that conducted by the Company.
Conduct of the Business of the Company Except as (i) contemplated by this Agreement, (ii) set forth on Schedule 5.1 of the Company Disclosure Schedule, or (iii) agreed in writing by Parent, after the date hereof and prior to the Appointment Time, the Company agrees as to itself and its Subsidiaries that the Company and its Subsidiaries shall conduct their respective operations according to the ordinary course of business consistent with past practice, and each of the Company and its Subsidiaries will use commercially reasonable efforts to preserve intact its present business organization, to keep available the services of its present officers and employees and to maintain satisfactory relationships with licensors, licensees, suppliers, contractors, distributors, customers and others having business relationships with it. Without limiting the generality of the foregoing, during the period from the date of this Agreement to the Appointment Time, neither the Company nor any of its Subsidiaries shall, without the prior written consent of Parent (which consent shall not be unreasonably withheld):
Effectiveness of Covenants (a) Following the first day:
COMPLETENESS OF AGREEMENT All understandings and agreements heretofore made between the parties hereto with respect to the subject matter of this Agreement are merged into this document which alone fully and completely expresses their agreement. No change or modification may be made to this Agreement except by instrument in writing duly executed by the parties hereto with the same formalities as this document.