Operations of Buyer. Buyer is a direct, wholly-owned subsidiary of Global, was formed 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.
Operations of Buyer. Buyer is a direct wholly owned subsidiary of Parent, was formed solely for the purpose of engaging in the transactions contemplated by this Agreement and the Ancillary Agreements and has engaged in no business activity other than in connection with the performance of its obligations hereunder.
Operations of Buyer. Parent caused Buyer to be formed solely for the purpose of engaging in the transactions contemplated hereby, and prior to Closing, Buyer will be inactive and will not have engaged in any business activities and will conduct activities only as contemplated hereby.
Operations of Buyer. Buyer has been formed solely for the purpose of engaging in the Transactions and has engaged in no business activities and will have incurred no liabilities or obligations except as contemplated by this Agreement or incident to its formation.
Operations of Buyer. Prior to the Closing, Buyer shall not engage in any other business activities and shall not incur any liabilities or obligations other than in connection with the Transactions.
Operations of Buyer. (a) Buyer agrees that, during the term of their employment pursuant to their Employment Agreements, Stockholders shall be entitled to day-to-day operational control of the Buyer, subject to oversight by the Buyer's Board of Directors of Buyer and compliance with reasonable policies established by the Buyer's Board of Directors; provided that Stockholders comply in material respects with the agreements contained in this Section 7.11, and provided further that nothing herein shall give Stockholders the authority to take any action outside of the ordinary course of Buyer's business.
Operations of Buyer. 59 12.8 Disputes Relating to Earn-Out Payments ................................... 59 -iii- TABLE OF CONTENTS (CONTINUED)
Operations of Buyer. All decisions relating to the management and operations of Buyer following the Closing shall be made by Parent and shall not be challenged by Seller or DTI Holdings in connection with this Article XII in the absence of gross negligence or fraud by Parent. Nothing in this Section 12.7 shall be deemed to limit in any way the provisions of Section 12.5(c) or Section 12.5(d).
Operations of Buyer. Buyer was formed on February 8, 2005 for the purpose of engaging in the transactions contemplated by this Agreement and has not engaged in any other activities.
Operations of Buyer. Since June 30, 2007, and except as set forth in the Securities Filings, Buyer has not:
