Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30, 2007, there has not been: (a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO or any Subsidiary; (b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO or any Subsidiary; (c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO or any Subsidiary or any redemption, purchase or other acquisition of any such shares; (d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO or any Subsidiary; (e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO or any Subsidiary; (f) Any waiver or release by VSCO or any Subsidiary of any right of any material value; (g) Any compensation or benefits paid to officers or directors of VSCO or any Subsidiary; (h) Any change made or authorized in the Articles of Incorporation or Bylaws of VSCO or any Subsidiary; (i) Any loan to or other transaction with any officer, director or Shareholder of VSCO or any Subsidiary giving rise to any claim or right of VSCO or any Subsidiary against any such person or of such person against VSCO or any Subsidiary; or (j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO or any Subsidiary.
Appears in 3 contracts
Samples: Share Exchange Agreement (Viscorp, Inc.), Share Exchange Agreement (Viscorp, Inc.), Share Exchange Agreement (Cmark Holdings Co., Ltd.)
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.84.6, since September 30, 2007the filing of PUBCO’s most recent periodic report with SEC, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO or any SubsidiaryPUBCO;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO or any SubsidiaryPUBCO;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO or any Subsidiary PUBCO or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO or any SubsidiaryPUBCO;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO or any SubsidiaryPUBCO;
(f) Any waiver or release by VSCO or any Subsidiary PUBCO of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO or any SubsidiaryPUBCO;
(h) Any change made or authorized in the Articles of Incorporation or Bylaws of VSCO or any SubsidiaryPUBCO;
(i) Any loan to or other transaction with any officer, director or Shareholder Stockholder of VSCO or any Subsidiary PUBCO giving rise to any claim or right of VSCO or any Subsidiary PUBCO against any such person or of such person against VSCO or any SubsidiaryPUBCO; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO or any SubsidiaryPUBCO.
Appears in 2 contracts
Samples: Share Exchange Agreement (China Liaoning Dingxu Ecological Agriculture Development, Inc.), Share Exchange Agreement (TK Star Design, Inc.)
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30December 31, 20072005, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO VNUN or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO VNUN or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO VNUN or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO VNUN or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO VNUN or any Subsidiary;
(f) Any waiver or release by VSCO VNUN or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO VNUN or any Subsidiary;
(h) Any change made or authorized in the Articles Certificate of Incorporation or Bylaws of VSCO VNUN or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder shareholder of VSCO VNUN or any Subsidiary giving rise to any claim or right of VSCO VNUN or any Subsidiary against any such person or of such person against VSCO VNUN or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO VNUN or any Subsidiary.
Appears in 1 contract
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since the filing of EXDG’s Form 10-QSB for the quarter ended September 30, 2007, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO or any SubsidiaryEXDG;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO or any SubsidiaryEXDG;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO or any Subsidiary EXDG or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO or any SubsidiaryEXDG;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO or any SubsidiaryEXDG;
(f) Any waiver or release by VSCO or any Subsidiary EXDG of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO or any SubsidiaryEXDG;
(h) Any change made or authorized in the Articles of Incorporation or Bylaws of VSCO or any SubsidiaryEXDG;
(i) Any loan to or other transaction with any officer, director or Shareholder Stockholder of VSCO or any Subsidiary EXDG giving rise to any claim or right of VSCO or any Subsidiary EXDG against any such person or of such person against VSCO or any SubsidiaryEXDG; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO or any SubsidiaryEXDG.
Appears in 1 contract
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30December 31, 20072005, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO SEAA or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO SEAA or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO SEAA or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO SEAA or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO SEAA or any Subsidiary;
(f) Any waiver or release by VSCO SEAA or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO SEAA or any Subsidiary;
(h) Any change made or authorized in the Articles of Incorporation or Bylaws of VSCO SEAA or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder of VSCO SEAA or any Subsidiary giving rise to any claim or right of VSCO SEAA or any Subsidiary against any such person or of such person against VSCO SEAA or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO SEAA or any Subsidiary.
Appears in 1 contract
Samples: Share Exchange Agreement (S.E. Asia Trading Company, Inc.)
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30December 31, 20072004, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO CGPN or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO CGPN or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO CGPN or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO CGPN or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO CGPN or any Subsidiary;
(f) Any waiver or release by VSCO CGPN or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO CGPN or any Subsidiary;
(h) Any change made or authorized in the Articles Certificate of Incorporation or Bylaws of VSCO CGPN or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder stockholder of VSCO CGPN or any Subsidiary giving rise to any claim or right of VSCO CGPN or any Subsidiary against any such person or of such person against VSCO CGPN or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO CGPN or any Subsidiary.
Appears in 1 contract
Samples: Share Exchange Agreement (Cyber Group Network Corp)
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30, 2007, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO Norpac or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO Norpac or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO Norpac or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO Norpac or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO Norpac or any Subsidiary;
(f) Any waiver or release by VSCO Norpac or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO Norpac or any Subsidiary;
(h) Any change made or authorized in the Articles of Incorporation or Bylaws of VSCO Norpac or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder of VSCO Norpac or any Subsidiary giving rise to any claim or right of VSCO Norpac or any Subsidiary against any such person or of such person against VSCO Norpac or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO Norpac or any Subsidiary.
Appears in 1 contract
Samples: Share Exchange Agreement (Norpac Technologies, Inc.)
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since Since September 30, 20072010, there has not been:
(a) Any any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO VHS or any SubsidiaryMerger Sub;
(b) Any any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO VHS or any SubsidiaryMerger Sub;
(c) Any except as contemplated by this Agreement, any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO or any Subsidiary VHS or any redemption, purchase or other acquisition of any such shares;
(d) Any any issuance of shares of capital stock or membership interests, as applicable, or the granting, issuance or execution of any rights, warrants, options or commitments by VHS or Merger Sub, as the case may be, relating to its authorized or issued capital stock or membership interests, as applicable, except with respect to VHS’s investment in Merger Sub;
(e) any subjection to any lien Lien on any of the assets, tangible or intangible, of VSCO VHS or any SubsidiaryMerger Sub;
(ef) Any any incurrence of indebtedness or liability or assumption of obligations by VSCO VHS or any SubsidiaryMerger Sub;
(fg) Any any waiver or release by VSCO VHS or any Subsidiary Merger Sub of any right of any material value;
(gh) Any any compensation or benefits paid to officers or directors of VSCO VHS or any SubsidiaryMerger Sub;
(hi) Any any change made or authorized in the Articles of Incorporation or Bylaws of VSCO or any SubsidiaryVHS;
(ij) Any any loan to or other transaction with any officer, director or Shareholder stockholder of VSCO VHS or any Subsidiary Merger Sub giving rise to any claim or right of VSCO VHS or any Subsidiary Merger Sub against any such person Person or of such person Person against VSCO VHS or any SubsidiaryMerger Sub; or
(jk) Any any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO or any SubsidiaryVHS.
Appears in 1 contract
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30December 31, 20072005, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO QLI or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO QLI or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO QLI or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO QLI or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO QLI or any Subsidiary;
(f) Any waiver or release by VSCO QLI or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO QLI or any Subsidiary;
(h) Any change made or authorized in the Articles Certificate of Incorporation or Bylaws of VSCO QLI or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder stockholder of VSCO QLI or any Subsidiary giving rise to any claim or right of VSCO QLI or any Subsidiary against any such person or of such person against VSCO QLI or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO QLI or any Subsidiary.
Appears in 1 contract
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30, 2007, there There has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO RDDI or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO RDDI or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO RDDI or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO RDDI or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO RDDI or any Subsidiary;
(f) Any waiver or release by VSCO RDDI or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO RDDI or any Subsidiary;
(h) Any change made or authorized in the Articles Certificate of Incorporation or Bylaws of VSCO RDDI or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder shareholder of VSCO RDDI or any Subsidiary giving rise to any claim or right of VSCO RDDI or any Subsidiary against any such person or of such person against VSCO RDDI or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO RDDI or any Subsidiary.
Appears in 1 contract
Events Subsequent to Financial Statements. Except as disclosed set forth in Schedule 4.84.7, since September 30March 31, 20072005, there has not been:
(a) Any any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO or any SubsidiaryLB Center;
(b) Any any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO or any SubsidiaryLB Center;
(c) Any except as contemplated by this Agreement, any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO or any Subsidiary LB Center or any redemption, purchase or other acquisition of any such shares;
(d) Any any issuance of shares of capital stock or the granting, issuance or execution of any rights, warrants, options or commitments by LB Center, as the case may be, relating to its authorized or issued capital stock, except with respect to LB Center's investment in Merger Sub;
(e) any subjection to any lien on any of the assets, tangible or intangible, of VSCO or any SubsidiaryLB Center;
(ef) Any any incurrence of indebtedness or liability or assumption of obligations by VSCO LB Center or any SubsidiaryMerger Sub;
(fg) Any any waiver or release by VSCO LB Center or any Subsidiary Merger Sub of any right of any material value;
(gh) Any any compensation or benefits paid to officers or directors of VSCO or any SubsidiaryLB Center;
(hi) Any any change made or authorized in the Articles of Incorporation or Bylaws of VSCO or any SubsidiaryLB Center;
(ij) Any any loan to or other transaction with any officer, director or Shareholder stockholder of VSCO or any Subsidiary LB Center giving rise to any claim or right of VSCO or any Subsidiary LB Center against any such person or of such person against VSCO or any SubsidiaryLB Center; or
(jk) Any any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO or any SubsidiaryLB Center.
Appears in 1 contract
Samples: Merger Agreement (Bio Dyne Corp /Ga)
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8, since September 30December 31, 20072005, there has not been:
(a) Any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO ENDD or any Subsidiary;
(b) Any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO ENDD or any Subsidiary;
(c) Any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO ENDD or any Subsidiary or any redemption, purchase or other acquisition of any such shares;
(d) Any subjection to any lien on any of the assets, tangible or intangible, of VSCO ENDD or any Subsidiary;
(e) Any incurrence of indebtedness or liability or assumption of obligations by VSCO ENDD or any Subsidiary;
(f) Any waiver or release by VSCO ENDD or any Subsidiary of any right of any material value;
(g) Any compensation or benefits paid to officers or directors of VSCO ENDD or any Subsidiary;
(h) Any change made or authorized in the Articles of Incorporation or Bylaws of VSCO ENDD or any Subsidiary;
(i) Any loan to or other transaction with any officer, director or Shareholder of VSCO ENDD or any Subsidiary giving rise to any claim or right of VSCO ENDD or any Subsidiary against any such person or of such person against VSCO ENDD or any Subsidiary; or
(j) Any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO ENDD or any Subsidiary.
Appears in 1 contract
Events Subsequent to Financial Statements. Except as disclosed in Schedule 4.8Since January 31, since September 30, 20072004, there has not been:
(a) Any any sale, lease, transfer, license or assignment of any assets, tangible or intangible, of VSCO or any SubsidiaryTrafalgar;
(b) Any any damage, destruction or property loss, whether or not covered by insurance, affecting adversely the properties or business of VSCO or any SubsidiaryTrafalgar;
(c) Any except as contemplated by this Agreement, any declaration or setting aside or payment of any dividend or distribution with respect to the shares of capital stock of VSCO or any Subsidiary Trafalgar or any redemption, purchase or other acquisition of any such shares;
(d) Any any issuance of shares of capital stock or the granting, issuance or execution of any rights, warrants, options or commitments by the Trafalgar, as the case may be, relating to its authorized or issued capital stock, except with respect to Trafalgar’s investment in Merger Sub;
(e) any subjection to any lien on any of the assets, tangible or intangible, of VSCO or any SubsidiaryTrafalgar;
(ef) Any any incurrence of indebtedness or liability or assumption of obligations by VSCO Trafalgar or any SubsidiaryMerger Sub;
(fg) Any any waiver or release by VSCO Trafalgar or any Subsidiary Merger Sub of any right of any material value;
(gh) Any any compensation or benefits paid to officers or directors of VSCO or any SubsidiaryTrafalgar, except as to the redemption of those shares of common stock held by Messrs. Xxxxx and Xxxxxx specified in Section 1.9 of this Agreement;
(hi) Any any change made or authorized in the Articles of Incorporation or Bylaws of VSCO or any SubsidiaryTrafalgar;
(ij) Any any loan to or other transaction with any officer, director or Shareholder stockholder of VSCO or any Subsidiary Trafalgar giving rise to any claim or right of VSCO or any Subsidiary Trafalgar against any such person or of such person against VSCO or any SubsidiaryTrafalgar; or
(jk) Any any material adverse change in the condition (financial or otherwise) of the respective properties, assets, liabilities or business of VSCO or any SubsidiaryTrafalgar.
Appears in 1 contract