Interim Operations of Acquisition Subsidiary. (a) Acquisition Subsidiary was formed solely for the purpose of engaging in the transactions contemplated by this Agreement and has engaged in no business activities other than as expressly contemplated by this Agreement. (b) As of the date hereof and as of the Effective Time, except for (i) obligations or liabilities incurred in connection with its organization and (ii) this Agreement and any other agreements or arrangements contemplated by this Agreement or in furtherance of the transactions contemplated hereby, Acquisition Subsidiary has not incurred, directly or indirectly, through any of its Subsidiaries or Affiliates, any obligations or liabilities or engaged in any business activities of any type or kind whatsoever or entered into any agreements or arrangements with any Person.
Appears in 3 contracts
Samples: Merger Agreement, Agreement and Plan of Merger (Memc Electronic Materials Inc), Agreement and Plan of Merger (Memc Electronic Materials Inc)
Interim Operations of Acquisition Subsidiary. (a) Acquisition Subsidiary Merger Sub was formed solely for the purpose of engaging in the transactions contemplated by this Agreement and has not engaged in no any business activities other than as expressly contemplated by this Agreement.
(b) As of the date hereof and as of the Effective Time, except for (i) obligations or liabilities incurred in connection with its organization and (ii) this Agreement and any other agreements or arrangements contemplated by this Agreement or in furtherance of the transactions contemplated hereby, Acquisition Subsidiary Merger Sub has not incurred, directly or indirectly, through any of its Subsidiaries or Affiliates, any obligations or liabilities or engaged in any business activities of any type or kind whatsoever or entered into any agreements or arrangements with any Person.
Appears in 1 contract
Samples: Merger Agreement (JanOne Inc.)