Merger Subsidiary. All of the outstanding capital stock of Merger Subsidiary is owned by Parent free and clear of any lien, claim or encumbrance or any agreement with respect thereto. Since the date of its incorporation, Merger Subsidiary has not engaged in any activity of any nature except in connection with or as contemplated by this Agreement and the Articles of Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Turbodyne Technologies, Inc)
Merger Subsidiary. All of the outstanding capital stock of Merger Subsidiary is owned by Parent free and clear of any lien, claim or encumbrance or any agreement with respect thereto. Since the date of its incorporation, Merger Subsidiary has not engaged in any activity of any nature except in connection with or as contemplated by this Agreement and the Articles Certificate of Merger.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Trimedia Entertainment Group Inc)
Merger Subsidiary. All Except as set forth in the Parent Disclosure Schedule, all of the outstanding capital stock of Merger Subsidiary is owned by Parent free and clear of any lien, claim or encumbrance or any agreement with respect thereto. Since the date of its incorporation, Merger Subsidiary has not engaged in any activity of any nature except in connection with or as contemplated by this Agreement and the Articles of Merger.
Appears in 1 contract
Merger Subsidiary. All of the outstanding capital stock of Merger Subsidiary is owned by Parent Purchaser free and clear of any lien, claim or encumbrance or any agreement with respect thereto. Since the date of its incorporation, Merger Subsidiary has not engaged in any activity of any nature except in connection with or as contemplated by this Agreement and the Articles of Merger. Merger Subsidiary has no liabilities of any kind or nature.
Appears in 1 contract
Samples: Agreement and Plan of Merger (Summit Medical Systems Inc /Mn/)
Merger Subsidiary. All of the outstanding capital stock of Merger Subsidiary is owned by Parent free and clear of any lienLien, claim or encumbrance or any agreement with respect thereto, except Liens in favor of the Parent's lenders. Since the date of its incorporation, Merger Subsidiary has not engaged in any activity of any nature except in connection with or as contemplated by this Agreement and the Articles of MergerTransactions.
Appears in 1 contract
Samples: Agreement and Plan of Merger (United Natural Foods Inc)