Certain Business Matters. No member of any Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any member of any other Group, (ii) doing business with any potential or actual supplier or customer of any member of any other Group, or (iii) engaging in, or refraining from, any other activities whatsoever relating to any of the potential or actual suppliers or customers of any member of any other Group.
Certain Business Matters. (a) Following the Effective Time and except as set forth in any Ancillary Agreement, no member of either Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any member of the other Group, (ii) conducting its business with any potential or actual supplier or customer of any member of the other Group or (iii) engaging in, or refraining from, any other activities whatsoever relating to any of the potential or actual suppliers or customers of any member of the Group.
Certain Business Matters. Except as set forth in Schedule 2.1(u) hereto (i) the Seller is not a party to or bound by any distributorship, dealership, sales agency, franchise or similar agreement which relates to the sale, distribution or servicing of the Toll Free Telephone Numbers or services related thereto, (ii) the Seller does not have any sole-source supplier of significant goods or services (other than utilities) with respect to which practical alternative sources are not available on comparable terms and conditions, (iii) there are not pending and, to the Seller's and the Stockholders' best knowledge there are not threatened, any labor negotiations involving or affecting the Seller and, to the Seller's and the Stockholders' best knowledge, no organizing activities involving union representation exist in respect of any of their employees, (iv) the Seller neither gives nor is bound by any express warranties relating to its services and, to the best knowledge of the Seller and the Stockholders, there has been no assertion of any breach of warranties which could have a material adverse effect on the Business or condition (financial or otherwise) of the Seller and, to the best knowledge of the Seller and the Stockholders, there are no problems or potential problems with respect to any product sold or services provided by the Seller which could have a material adverse effect on the Business, (v) the Seller is not a party to or bound by any agreement which limits its freedom to compete in any line of business or with any person or entity, (vi) the Seller is not a party to or bound by any agreement which based on current economic circumstances will result in a material loss when performed, and (vii) the Seller is not a party to or bound by any agreement or involved in any transaction in which any officer, director, debtholder or Stockholder, or any Affiliate or Associate of any such person has, or had when made, a direct or indirect material interest.
Certain Business Matters. (a) Following the Effective Time and except as otherwise set forth in any Transaction Agreement, any Party may (i) engage in the same or similar activities or lines of business as any other Party is or in the future may be engaged in and/or (ii) do business, or refrain from doing business, with any potential or actual supplier or customer of such other Party.
Certain Business Matters. (a) Fortune Brands represents that as of the date hereof, Fortune Brands management does not intend for Fortune Brands to re-enter the cabinets business as conducted by Cabinets as of the Effective Time.
Certain Business Matters. SECTION 6.01.
Certain Business Matters. Except as is set forth in Schedule 2.23, (a) Inventory is not a party to or bound by any distributorship, dealership, sales agency, franchise or similar agreement which relates to the sale or distribution of any of the products and services of the Business, (b) Inventory has no sole-source supplier of significant goods or services (other than utilities) with respect to which practical alternative sources are not available on comparable terms and conditions, (c) there are no pending or, to the best knowledge of the Shareholders, threatened labor negotiations, work stoppages or work slowdowns involving or affecting the Business, and no union representation questions exist, and there are no organizing activities, in respect of any of the employees of Inventory, (d) the product and service warranties given by Inventory or by which it is bound (complete and correct copies or descriptions of which have heretofore been delivered by Inventory to TTIS) entail no greater obligations than are customary in the Business, (e) neither Inventory nor the Shareholders is a party to or bound by any agreement which limits its or his, as the case may be, freedom to compete in any line of business or with any person, or which is otherwise materially burdensome to Inventory or the Shareholders, and (f) Inventory is not a party to or bound by any agreement in which any officer, director or stockholder of Inventory (or any affiliate of any such person) has, or had when made, a direct or indirect material interest.
Certain Business Matters. (a) Until the home video release of the last Animated Motion Picture subject to the Film Distribution Agreement, (i) no Person in the LLC Group will develop, produce or exploit Animated Motion Pictures other than (A) the exploitation of the Retained Motion Pictures, (B) the development, production and/or exploitation under the "Go Fish" label of Small Animated Motion Pictures and (C) pursuant to the Film Distribution Agreement, (ii) no Person in the Corporation Group will develop, produce or exploit Live Action Motion Pictures and (iii) Persons in either Group may develop, produce and/or exploit Hybrid Motion Pictures. The LLC and the Corporation agree that this covenant is reasonable with respect to its scope and duration. If, at the time of enforcement of this Section 6.01, a court holds that the restrictions stated herein are unreasonable under the circumstances then existing, the parties hereto agree that the period and scope legally permissible under such circumstances will be substituted for the period and scope stated herein.
Certain Business Matters. Except as set forth on Schedule 2.1(w),
Certain Business Matters. (a) Neither HRI, Medaphis nor any member of the Medaphis Group shall have any duty to refrain from (i) engaging in the same or similar activities or lines of business as any other of such Persons, (ii) doing business with any potential or actual supplier or customer of any other of such Persons, or (iii) engaging in, or refraining from, any other activities relating to any of the potential or actual suppliers or customers of any other of such Persons. Until the first anniversary of the Closing Date, HRI shall not solicit any employee of Medaphis or of any member of the Medaphis Group to become an employee of HRI, and neither Medaphis nor any member of the Medaphis Group shall solicit any employee of HRI to become an employee of Medaphis or of any member of the Medaphis Group.
