Common use of Interests in Other Entities Clause in Contracts

Interests in Other Entities. (a) Schedule 3.4 sets forth a true and complete list of all direct or indirect subsidiaries of Angel, together with the jurisdiction of incorporation of each such subsidiary and the percentage of each such subsidiary's outstanding capital stock owned by Angel or another of Angel's subsidiaries. Each such subsidiary is a duly organized corporation, validly existing and in good standing under the laws of the jurisdiction of its incorporation (as well as all applicable foreign jurisdictions necessary to its business operations) and has the requisite corporate power and authority and governmental authority to own, operate or lease the properties that it purports to own, operate or lease and to carry on its business as it is now being conducted. (b) Other than the Angel Stock and except as set forth in Schedule 3.4, none of the Selling Stockholders (individually or jointly) (i) own, directly or indirectly, of record or beneficially, any shares of voting stock or other equity securities of any other corporation engaged in the Business or any business similar thereto (other than not more than one percent (1%) of the publicly-traded capital stock of corporations engaged in such business held solely for investment purposes); (ii) have any ownership interest, direct or indirect, of record or beneficially, in any unincorporated entity engaged in the Business or any business similar thereto; and (iii) have any obligation, direct or indirect, present or contingent, (A) to purchase or subscribe for any interest in, advance or loan monies to, or in any way make investments in, any other person or entity engaged in the Business or any business similar thereto, or (B) to share any profits or capital investments or both from an entity engaged in the Business or any business similar thereto.

Appears in 1 contract

Samples: Stock Purchase Agreement (Take Two Interactive Software Inc)

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Interests in Other Entities. (a) Schedule 3.4 2.4 sets forth a true and complete list of all direct or indirect subsidiaries of AngelInventory, together with the jurisdiction of incorporation of each such subsidiary and the percentage of each such subsidiary's outstanding capital stock owned by Angel Inventory or another of AngelInventory's subsidiaries. Each of such subsidiary is a subsidiaries are duly organized corporationcorporations, validly existing and in good standing under the laws of the jurisdiction of its respective incorporation (as well as all applicable foreign jurisdictions necessary to its business operations) and has have the requisite corporate power and authority and governmental authority to own, operate or lease the properties that it each purports to own, operate or lease and to carry on its business as it is now being conducted. (b) Other than the Angel Stock Except for (A) each of Terry's and except as set forth in Schedule 3.4, none David's ownership of 33.3% of the Selling Stockholders outstanding capital stock of Creative Alliance Group, Inc., and (B) Terry's ownership of 100% of the outstanding capital stock of Xxxxxxxx Sales, Inc. ("Xxxxxxxx"), a Virginia corporation engaged in the business of acting as representative in the distribution of "front-line" interactive software games and the sale of "close out" interactive software games, neither the Shareholders (individually or jointly) nor Inventory (i) own, directly or indirectly, of record or beneficially, any shares of voting stock or other equity securities of any other corporation engaged in the Business same or any similar business similar thereto to that business engaged in by Inventory at the Effective Time (other than not more than one percent (1%) of the publicly-traded capital stock of corporations engaged in such business held solely for investment purposes); (ii) have any ownership interest, direct or indirect, of record or beneficially, in any unincorporated entity engaged in the Business same or any similar business similar theretoto that business engaged in by Inventory at the Effective Time; and (iii) have any obligation, direct or indirect, present or contingent, (A) to purchase or subscribe for any interest in, advance or loan monies to, or in any way make investments in, any other person or entity engaged in the Business same or any similar business similar theretoto that business engaged in by Inventory at the Effective Time, or (B) to share any profits or capital investments or both from an a entity engaged in the Business same or any similar business similar theretoto that business engaged in by Inventory at the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Take Two Interactive Software Inc)

Interests in Other Entities. (a) Schedule 3.4 2.4 sets forth a true and complete list of all direct or indirect subsidiaries of AngelCreative, together with the jurisdiction of incorporation of each such subsidiary and the percentage of each such subsidiary's outstanding capital stock owned by Angel Creative or another of AngelCreative's subsidiaries. Each of such subsidiary is a subsidiaries are duly organized corporationcorporations, validly existing and in good standing under the laws of the jurisdiction of its respective incorporation (as well as all applicable foreign jurisdictions necessary to its business operations) and has have the requisite corporate power and authority and governmental authority to own, operate or lease the properties that it each purports to own, operate or lease and to carry on its business as it is now being conducted. (b) Other than the Angel Stock Except for (A) each of Terry's and except as set forth in Schedule 3.4, none David's ownership of 25% of the Selling Stockholders outstanding capital stock of Inventory Management Systems, Inc., and (B) Terry's ownership of 100% of the outstanding capital stock of Xxxxxxxx Sales, Inc. ("Xxxxxxxx"), a Virginia corporation engaged in the business of acting as representative in the distribution of "front-line" interactive software games and the sale of "close-out" interactive software games, neither the Shareholders (individually or jointly) nor Creative (i) own, directly or indirectly, of record or beneficially, any shares of voting stock or other equity securities of any other corporation engaged in the Business same or any similar business similar thereto to that business engaged in by Creative at the Effective Time (other than not more than one percent (1%) of the publicly-traded capital stock of corporations engaged in such business held solely for investment purposes); (ii) have any ownership interest, direct or indirect, of record or beneficially, in any unincorporated entity engaged in the Business same or any similar business similar theretoto that business engaged in by Creative at the Effective Time; and (iii) have any obligation, direct or indirect, present or contingent, (A) to purchase or subscribe for any interest in, advance or loan monies to, or in any way make investments in, any other person or entity engaged in the Business same or any similar business similar theretoto that business engaged in by Creative at the Effective Time, or (B) to share any profits or capital investments or both from an a entity engaged in the Business same or any similar business similar theretoto that business engaged in by Creative at the Effective Time.

Appears in 1 contract

Samples: Merger Agreement (Take Two Interactive Software Inc)

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Interests in Other Entities. (a) Schedule 3.4 sets forth a true and complete list of all direct or indirect subsidiaries of AngelofWOWFactor, together with the jurisdiction of incorporation of each such subsidiary and the percentage of each such subsidiary's outstanding capital stock owned by Angel WOWFactor or another of AngelWOWFactor's subsidiaries. Each such subsidiary is a duly organized corporation, validly existing and in good standing under the laws of the jurisdiction of its incorporation (as well as all applicable foreign jurisdictions necessary to its business operations) and has the requisite corporate power and authority and governmental authority to own, operate or lease the properties that it purports to own, operate or lease and to carry on its business as it is now being conducted. (b) Other than the Angel Stock and except as set forth in Schedule 3.4, none None of the Selling Stockholders (individually or jointly) (i) own, directly or indirectly, of record or beneficially, any shares of voting stock or other equity securities of any other corporation engaged in the Business same or any similar business similar thereto to that business engaged in by WOWFactor at the Closing Date (other than not more than one percent (1%) of the publicly-traded capital stock of corporations engaged in such business held solely for investment purposes); (iii) have any ownership interest, direct or indirect, of record or beneficially, in any unincorporated entity engaged in the Business same or any similar business similar theretoto that business engaged in by WOWFactor at the Closing Date; and (iiiii) have any obligation, direct or indirect, present or contingent, (A) to purchase or subscribe for any interest in, advance or loan monies to, or in any way make investments in, any other person or entity engaged in the Business same or any similar business similar theretoto that business engaged in by WOWFactor at the Closing Date, or (B) to share any profits or capital investments or both from an entity engaged in the Business same or any similar business similar theretoto that business engaged in by WOWFactor at the Closing Date.

Appears in 1 contract

Samples: Stock Purchase Agreement (Frontline Communication Corp)

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