Common use of Interim Operations of Sub Clause in Contracts

Interim Operations of Sub. Sub was formed by Parent solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription agreement pursuant to which all of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Progen Pharmaceuticals LTD), Agreement and Plan of Merger (Progen Pharmaceuticals LTD)

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Interim Operations of Sub. Sub was is a direct, wholly-owned subsidiary of Parent formed by Parent solely for the purpose of engaging in effecting the transactions contemplated by this Agreement, has engaged in no other business activities Transaction and has conducted its operations only no activity and has incurred no liability or obligation other than as contemplated by this Agreement. Sub has no liabilities and, except for a subscription agreement pursuant to which all of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Aviron)

Interim Operations of Sub. Sub is wholly-owned by Parent, was formed by Parent solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription agreement pursuant to which all of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Vistaprint N.V.)

Interim Operations of Sub. Sub was formed by Parent Acquiror ------------------------- solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription agreement pursuant to which all of its authorized capital stock was issued to ParentAcquiror, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar mattersAgreement.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Durect Corp)

Interim Operations of Sub. Sub was formed by Parent solely for the purpose of engaging in the transactions contemplated by this Agreement, hereby and has not engaged in no other any business activities and has or conducted its any operations only as other than in connection with the transactions contemplated by this Agreementhereby. Sub has no liabilities and, except for is a subscription agreement pursuant to which all wholly-owned subsidiary of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.. (e)

Appears in 1 contract

Samples: Agreement and Plan of Merger (Zurn Industries Inc)

Interim Operations of Sub. Sub was formed by Parent solely for the purpose of engaging in the transactions contemplated by this Agreement, Agreement and has not engaged in no other any business activities and has or conducted its any operations only as other than in connection with the transactions contemplated by this Agreement. Sub has no liabilities and(u) Ownership of Company Securities. Neither Parent nor any Parent Subsidiary beneficially owns or exercises control or direction over, except for a subscription agreement pursuant nor do they have any rights to which all acquire, any Company Common Shares or any other securities of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar mattersCompany.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Officemax Inc /Oh/)

Interim Operations of Sub. Sub was formed by Parent solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription stock purchase agreement pursuant to which all of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger and Reorganization (Adaptec Inc)

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Interim Operations of Sub. Sub was formed by Parent solely for the ------------------------- purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription stock purchase agreement pursuant to which all of its authorized capital stock was issued to Parent, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Interwoven Inc)

Interim Operations of Sub. Sub was formed by Parent Acquiror solely for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription agreement pursuant to which all of its authorized capital stock was issued to ParentAcquiror, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Yahoo Inc)

Interim Operations of Sub. Sub was formed by Parent Acquiror solely ------------------------- for the purpose of engaging in the transactions contemplated by this Agreement, has engaged in no other business activities and has conducted its operations only as contemplated by this Agreement. Sub has no liabilities and, except for a subscription agreement pursuant to which all of its authorized capital stock was issued to ParentAcquiror, is not a party to any agreement other than this Agreement and agreements with respect to the appointment of registered agents and similar matters.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Loudeye Technologies Inc)

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