Common use of Affiliated Transactions Clause in Contracts

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majority.

Appears in 2 contracts

Samples: Stockholders Agreement (Quanterix Corp), Stockholders Agreement (Quanterix Corp)

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Affiliated Transactions. All transactions by and between the Company and any officer, employeeKey Employee, director or stockholder of the Company or persons controlling, Persons controlled by, under common control with by or otherwise affiliated with such officer, employeeKey Employee, director or stockholder stockholder, other than transactions in their capacity as such, shall be conducted on an arm’sarms-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons Persons and shall be unanimously approved in advance by a Preferred Majoritythe disinterested Directors of the Company after full disclosure of the terms thereof.

Appears in 2 contracts

Samples: Convertible Preferred Stock Purchase Agreement (Viagrafix Corp), Convertible Preferred Stock Purchase Agreement (Viagrafix Corp)

Affiliated Transactions. All transactions by and between the Company and the Founder and any officer, employee, director officer or stockholder key employee of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with the Founder or such officer, officer or key employee, director or stockholder shall be conducted on an arm’sarm's-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majoritythe disinterested members of the Board of Directors after full disclosure of the terms thereof.

Appears in 2 contracts

Samples: Stock Purchase Agreement (Golden Sky Systems Inc), Stock Purchase Agreement (Golden Sky Systems Inc)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder director, shareholder of the Company or persons controlling, controlling or controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shareholder shall be conducted on an arm’s-length basis, basis and shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majoritypersons.

Appears in 1 contract

Samples: Shareholders Agreement (Haights Cross Communications Inc)

Affiliated Transactions. All transactions by and between the Company or any Subsidiary and any officer, employeeKey Employee, director or stockholder shareholder of the Company or persons controlling, any Subsidiary or Persons controlled by, under common control with by or otherwise affiliated with such officer, employeeKey Employee, director or stockholder shareholder, shall be conducted on an arm’sarms-length basis, shall be on terms and conditions no less favorable to the Company or Subsidiary than could be obtained from nonrelated persons non-related Persons and shall be approved in advance by a Preferred Majoritymajority of disinterested Directors after full disclosure of the terms thereof.

Appears in 1 contract

Samples: Registration Rights Agreement (Preferred Networks Inc)

Affiliated Transactions. All transactions by and between the Company and any officerof the Founder, employee, director or stockholder any other officer or key employee of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, the Founder or any officer or key employee, director or stockholder shall be conducted on an arm’sarm's-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majoritythe Board of Directors after full disclosure of the terms thereof.

Appears in 1 contract

Samples: Preferred Stock Purchase Agreement (International Microcircuits Inc)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder equityholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder equityholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred MajorityMajority Interest.

Appears in 1 contract

Samples: Note Purchase Agreement (Groen Brothers Aviation Inc /Ut/)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majoritypersons.

Appears in 1 contract

Samples: Investor Rights Agreement (Xtera Communications, Inc.)

Affiliated Transactions. All transactions by and between the ----------------------- Company and any officer, employeeKey Employee, director or stockholder of the Company or persons controlling, Persons controlled by, under common control with by or otherwise affiliated with such officer, employeeKey Employee, director or stockholder stockholder, shall be conducted on an arm’sarm's-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons unrelated Persons and shall be approved in advance by a Preferred Majoritymajority of disinterested Directors of the Company after full disclosure of the terms thereof.

Appears in 1 contract

Samples: Series H Preferred Stock Purchase Agreement (Avery Communications Inc)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated non-related persons and shall be approved in advance by a Preferred MajorityMajority Interest.

Appears in 1 contract

Samples: Securities Purchase Agreement (Ign Entertainment Inc)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majoritythe Series A-B Directors.

Appears in 1 contract

Samples: Investors’ Rights Agreement (Hubspot Inc)

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Affiliated Transactions. All transactions by and between the Company and any officer, employee, director employee or stockholder of the Company or persons controlling, controlled by, under common control with by or otherwise affiliated with such officer, employeeemployee or stockholder, director or stockholder shall be conducted on an arm’sarms-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated unrelated persons and shall be approved in advance by the Board of Directors after full disclosure of the terms thereof, for which purpose the interested party, if a Preferred MajorityDirector, and any affiliate of the interested party who is a Director, shall not be entitled to vote.

Appears in 1 contract

Samples: Rights Agreement (Aclara Biosciences Inc)

Affiliated Transactions. All transactions by and between the Company ----------------------- and any officer, employeeFounder, director or stockholder shareholder of the Company or persons controlling, Persons controlled by, under common control with by or otherwise affiliated with such officer, employeeFounder, director or stockholder shareholder, other than transactions in their capacity as such, shall be conducted on an arm’sarms-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons Persons and shall be unanimously approved in advance by a Preferred Majoritythe disinterested Directors of the Company after full disclosure of the terms thereof.

Appears in 1 contract

Samples: Rights Agreement (Autoweb Com Inc)

Affiliated Transactions. All transactions by and between the Company or its Subsidiaries and any officer, employee, director employee or stockholder of the Company or its Subsidiaries or persons controlling, controlled by, under common control with by or otherwise affiliated with such officer, employeeemployee or stockholder, director or stockholder shall be conducted on an arm’sarms-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons basis and shall be approved in advance by a Preferred Majoritymajority of the members of the Board of Directors of the Company after full disclosure of the terms thereof.

Appears in 1 contract

Samples: Investor Rights Agreement (Xanodyne Pharmaceuticals Inc)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by the Board of Directors, including at least two of the Preferred Directors (or, if such transaction is between the Company and a Preferred MajorityDirector or its Affiliates, the other Preferred Directors).

Appears in 1 contract

Samples: Stockholders Agreement (908 Devices Inc.)

Affiliated Transactions. All transactions by and between the Company and any officer, employee, director or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majorityan Investor Majority Interest.

Appears in 1 contract

Samples: Stockholders Agreement (Ign Entertainment Inc)

Affiliated Transactions. (a) All transactions by and between the Company and any officer, employee, director director, or stockholder of the Company or persons controlling, controlled by, under common control with or otherwise affiliated with such officer, employee, director director, or stockholder shall be conducted on an arm’s-length basis, shall be on terms and conditions no less favorable to the Company than could be obtained from nonrelated persons and shall be approved in advance by a Preferred Majoritythe Investor.

Appears in 1 contract

Samples: Stockholders’ Agreement (Us Xpress Enterprises Inc)

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