Common use of OWNERSHIP OF PARENT SUB; NO PRIOR ACTIVITIES Clause in Contracts

OWNERSHIP OF PARENT SUB; NO PRIOR ACTIVITIES. (a) Parent Sub was formed solely for the purpose of engaging in the transactions contemplated by this Agreement. All of the outstanding capital stock of Parent Sub is owned directly by Parent. (b) Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, Parent Sub has not and will not have incurred, directly or indirectly, through any Subsidiary or Affiliate, any obligations or liabilities or engaged in any business activities or any type or kind whatsoever or entered into any agreements or arrangements with any Person.

Appears in 4 contracts

Samples: Merger Agreement (Daou Systems Inc), Merger Agreement (Daou Systems Inc), Merger Agreement (Daou Systems Inc)

AutoNDA by SimpleDocs

OWNERSHIP OF PARENT SUB; NO PRIOR ACTIVITIES. (a) Parent Sub was formed solely for the purpose of engaging in the transactions contemplated by this Agreement. All of the outstanding capital stock of Parent Sub is owned directly by Parent. (b) Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, Parent Sub has not and will not have incurred, directly or indirectly, through any Subsidiary subsidiary or Affiliateaffiliate, any obligations or liabilities or engaged in any business activities or any type or kind whatsoever or entered into any agreements or arrangements with any Personperson.

Appears in 1 contract

Samples: Consent and Voting Agreement and Plan of Merger (Nabors Industries Inc)

AutoNDA by SimpleDocs
Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!