Agreement to Avoid Conflicts of Interest Sample Clauses

Agreement to Avoid Conflicts of Interest. During the Period of Employment, neither Executive, Executive’s spouse, or any member of Executive’s immediate family may directly or indirectly, receive any gift or remuneration from, or borrow from, lend to, invest in or engage in any substantial financial transaction with (i) a business which competes with any business in which Employer is engaged or proposes to become engaged; or (ii) a customer or supplier of Employer, without first having provided full disclosure to and receiving written approval from the President. The foregoing prohibition on loans and financial transactions shall not apply to loans obtained from a bank, savings and loan or other financial institution through the normal application and approval process. The foregoing prohibition on investments shall not apply to any purchase of stock in the open market of a company that is traded on a national stock exchange.
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Agreement to Avoid Conflicts of Interest. Employee will devote Employee’s full work time to Employee’s employment with the Company. Without full disclosure to and prior written approval from the Employee’s respective Vice President of the Company, Employee will not hold any job outside Employee’s employment with the Company, operate a business on the Employee’s own, or accept nom any outer company or individual any pay, salary, retainer, commission, consulting fee or any other fee arrangement or remuneration for services. The Company’s consideration of a request to hold a job outside of Employee’s employment with the Company or to operate a business during non-work hours will include whether any such activity is related to the Company’s business and customers and whether it will interfere with Employee’s performance of his duties for the Company. If permitted by the Company, Employee will not do any outside work during Employee’s work hours for the Company, use any of the Company’s facilities, equipment, labor or supplies for any outside business, or communicate to any third party that any outside work is in any way by or for the Company.
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Agreement to Avoid Conflicts of Interest. Although, as provided herein, Consultant may provide similar services to others at the same time it is providing services to the Company, Consultant will avoid conflicts of interest in providing its services under this Agreement. Consultant will not use any of the Company’s facilities, equipment, labor or supplies for any outside business or communicate to any third party that any outside work is in any way by or for the Company.
Sample 1
Agreement to Avoid Conflicts of Interest. As provided in Section 6, this is not an exclusive Agreement; nothing in this Agreement shall be construed as limiting or restricting PPN's right to engage in any other consulting or advisory activities. Nevertheless, PPN shall avoid conflicts of interest in providing its services under this Agreement by notifying Company in writing prior to PPN's or Advisor's advertising, promoting or endorsing the business or products of VitaCube's direct selling, nutritional product, or other sports supplement competitors.
Sample 1
Agreement to Avoid Conflicts of Interest. Employee agrees the requirements and rewards of the Employee's position with the Company mean the Employee must devote the Employee's full work time to the Employee's employment with the Company. The Employee agrees not to hold any jobs outside the Company or Its Affiliates and not to enter into any agreement with or to accept any pay, salary, retainer, commission or consulting fee from any of the Company or Its Affiliates’ Competitors or any other company or individual without first making full disclosure to and obtaining the prior written approval of the Company. Subject to the noncompetition agreement stated in Paragraph 10(b), the confidential information agreement stated in Paragraph 10(a) and the other terms of this Agreement, the Company will permit the Employee to hold jobs outside of the Employee's employment with the Company which do not create a conflict of interest or compete with the Company or Its Affiliates, are unrelated to the Company or Its Affiliates’ business or Existing or Prospective Customers, and that do not unreasonably interfere with the Employee's performance for the Company. No outside work may be done during the Employee's work hours for the Company, and none of the Company or Its Affiliates’ facilities, equipment, labor or supplies may be used for any outside activity. If the Employee does any outside work, the Employee must advise the Employee's other employer or customer or client in writing that the work is in no way by or for the Company or Its Affiliates or in the Company or Its Affiliates’ name, and, on request, the Employee must provide the Company with a copy of each such notice. Neither the Employee, the Employee's spouse or any member of the Employee's immediate family may directly or indirectly receive any gift or remuneration from, or borrow from, lend to, invest in or engage in any substantial financial transaction with an actual or potential competitor, customer, client or supplier of the Company or Its Affiliates without full disclosure to and prior written approval from the Chief Executive Officer. Permitted exceptions to the no loan and no financial transaction provision of this Agreement are for loans obtained through normal application and approval processes through accounts opened or maintained with a bank, savings and loan or other financial institution which is a customer, client, Existing or Potential Customer or supplier. Permitted exceptions to the no investment provision of this Agreement are the purc...
Sample 1

Related to Agreement to Avoid Conflicts of Interest

  • Conflicts of Interest The Parties confirm that they have not offered, given, or accepted, nor intend to give at any time hereafter any economic opportunity, future employment, gift, loan, gratuity, special discount, trip, favor, service to the other in connection with this Agreement. Vendor affirms that, to the best of Vendor’s knowledge, this Agreement has been arrived at independently, and is awarded without collusion with anyone to obtain information or gain any favoritism that would in any way limit competition or give an unfair advantage over other vendors in the award of this Agreement. Vendor agrees that it has disclosed any necessary affiliations with Region 8 Education Service Center and the TIPS Department, if any, through the Conflict of Interest attachment provided in the solicitation resulting in this Agreement.

  • No Conflicts of Interest A. Contractor represents and warrants that it has no actual or potential conflicts of interest in providing the requested goods or services to System Agency under this Contract or any related Solicitation and that Contractor’s provision of the requested goods and/or services under this Contract and any related Solicitation will not constitute an actual or potential conflict of interest or reasonably create an appearance of impropriety.

  • Certain Conflicts of Interest Except as may be provided herein or as otherwise addressed by the Company’s conflicts of interest policies, the Company may not engage in any transaction involving a Conflict of Interest without first submitting such transaction to the Independent Representative for approval to determine whether such transaction is fair and reasonable to the Company and the Members; provided, however, that the Company may not purchase investments from Fundrise Lending, LLC, or its Affiliates without a determination by the Independent Representative that such transaction is fair and reasonable to the Company and at a price to the Company that is not materially greater than the cost of the asset to Fundrise Lending, LLC, or its Affiliate, as applicable. The resolution of any Conflict of Interest approved by the Independent Representative shall be conclusively deemed to be fair and reasonable to the Company and the Members and not a breach of any duty hereunder at law, in equity or otherwise. Notwithstanding the above, to the extent required by applicable law, any transaction involving certain Conflicts of Interest shall be subject to review and approval by the Independent Representative.

  • Potential Conflicts of Interest (a) Subject to applicable statutes and regulations, it is understood that directors, officers or agents of the Fund are or may be interested in the Investment Manager as directors, officers, employees, agents, shareholders or otherwise, and that the directors, officers, employees, agents or shareholders of the Investment Manager may be interested in the Fund as a director, officer, agent or otherwise.

  • Conflicts of Interests The Company shall use its best efforts to ensure that the Company's employees, during the term of their employment with the Company, do not engage in activities that would result in a conflict of interest with the Company. The Company's obligations hereunder include, but are not limited to, requiring that the Company's employees devote their primary productive time, ability, and attention, to the business of the Company (provided, however, the Company's employees may engage in other business activity if such activity does not materially interfere with their obligations to the Company), requiring that the Company's employees enter into agreements regarding proprietary information and confidentiality and preventing the Company's employees from engaging or participating in any business that is in competition with the business of the Company.

  • Organizational Conflicts of Interest (a) The Contractor warrants that to the best of its knowledge and belief and except as otherwise disclosed, it does not have any organizational conflict of interest which is defined as a situation in which the nature of work under this contract and a contractor's organizational, financial, contractual or other interests are such that:

  • Resolution of Conflicts of Interest (a) Unless otherwise expressly provided in this Agreement, the Operating Partnership Agreement or the limited liability company or partnership agreement of any other Group Member, whenever a potential conflict of interest exists or arises between the General Partner or any of its Affiliates, on the one hand, and the Partnership, the Operating Partnership, any other Group Member, any Partner or any Assignee, on the other, any resolution or course of action by the General Partner or its Affiliates in respect of such conflict of interest shall be permitted and deemed approved by all Partners, and shall not constitute a breach of this Agreement, of the Operating Partnership Agreement, of any agreement contemplated herein or therein, or of any duty stated or implied by law or equity, if the resolution or course of action is, or by operation of this Agreement is deemed to be, fair and reasonable to the Partnership. The General Partner shall be authorized but not required in connection with its resolution of such conflict of interest to seek Special Approval of such resolution. Any conflict of interest and any resolution of such conflict of interest shall be conclusively deemed fair and reasonable to the Partnership if such conflict of interest or resolution is (i) approved by Special Approval (as long as the material facts known to the General Partner or any of its Affiliates regarding any proposed transaction were disclosed to the Conflicts Committee at the time it gave its approval), (ii) on terms no less favorable to the Partnership than those generally being provided to or available from unrelated third parties or (iii) fair to the Partnership, taking into account the totality of the relationships between the parties involved (including other transactions that may be particularly favorable or advantageous to the Partnership). The General Partner may also adopt a resolution or course of action that has not received Special Approval. The General Partner (including the Conflicts Committee in connection with Special Approval) shall be authorized in connection with its determination of what is “fair and reasonable” to the Partnership and in connection with its resolution of any conflict of interest to consider (A) the relative interests of any party to such conflict, agreement, transaction or situation and the benefits and burdens relating to such interest; (B) any customary or accepted industry practices and any customary or historical dealings with a particular Person; (C) any applicable generally accepted accounting practices or principles; and (D) such additional factors as the General Partner (including the Conflicts Committee) determines in its sole discretion to be relevant, reasonable or appropriate under the circumstances. Nothing contained in this Agreement, however, is intended to nor shall it be construed to require the General Partner (including the Conflicts Committee) to consider the interests of any Person other than the Partnership. In the absence of bad faith by the General Partner, the resolution, action or terms so made, taken or provided by the General Partner with respect to such matter shall not constitute a breach of this Agreement or any other agreement contemplated herein or a breach of any standard of care or duty imposed herein or therein or, to the extent permitted by law, under the Delaware Act or any other law, rule or regulation.

  • No Conflicts, etc The execution, delivery, and performance by the Company of the Transaction Documents, the consummation by the Company of the transactions herein and therein contemplated and the compliance by the Company with the terms hereof and thereof do not and will not, with or without the giving of notice or the lapse of time or both: (i) result in a breach or violation of, or conflict with any of the terms and provisions of, or constitute a default under, or result in the creation, modification, termination or imposition of any lien, charge or encumbrance upon any property or assets of the Company pursuant to the terms of any agreement, obligation, condition, covenant or instrument to which the Company is a party or bound or to which its property is subject except pursuant to the Trust Agreement; (ii) result in any violation of the provisions of the Amended and Restated Certificate of Incorporation and Bylaws of the Company, each as may be amended (collectively, the “Charter Documents”); or (iii) violate any existing applicable statute, law, rule, regulation, judgment, order or decree of any governmental agency or court, domestic or foreign, having jurisdiction over the Company or any of its properties, assets or business constituted as of the date hereof.

  • Conflicts; Defaults The execution and delivery of this Agreement by the Company and the performance by the Company of the transactions and obligations contemplated hereby to be performed by it will not (i) materially violate, conflict with, or constitute a default under any of the terms or provisions of, the Certificate of Incorporation, the bylaws, or any provisions of, or result in the acceleration of any obligation under, any material contract, note, debt instrument, security agreement, or other instrument to which the Company is a party or by which the Company, or any of their assets is bound (collectively, the “Material Agreements”); (ii) result in the creation or imposition of any Liens or claims upon the Company’s assets or upon the Company’s Common Stock; (iii) assuming the accuracy of the Investor’s representations in Section 4.2, constitute a material violation of any law, statute, judgment, decree, order, rule, or regulation of a Governmental Authority applicable to the Company; or (iv) constitute an event which, after notice or lapse of time or both, would result in any of the foregoing. The Company is not presently in violation of its Certificate of Incorporation or bylaws.

  • Conflicts Between Terms If an apparent conflict or inconsistency exists between the main body of this Agreement and the Exhibits, the main body of this Agreement shall control. If a conflict exists between an applicable federal, state, or local law, rule, regulation, order, or code and this Agreement, the law, rule, regulation, order, or code shall control. Varying degrees of stringency among the main body of this Agreement, the Exhibits, and laws, rules, regulations, orders, or codes are not deemed conflicts, and the most stringent requirement shall control. Each Party shall notify the other immediately upon the identification of any apparent conflict or inconsistency concerning this Agreement.

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