Prior Activities. Neither Parent nor any subsidiary of Parent has incurred, or will incur, directly or through any subsidiary, any material liabilities or obligations, except those incurred in connection with their respective organization or with the negotiation of this Agreement or the performance hereof, and the financing of the Merger and the consummation of the transactions contemplated hereby and thereby and obligations to brokers. Except as contemplated by the foregoing, neither Parent nor any subsidiary of Parent has engaged directly or through any subsidiary, in any business activities of any type or kind whatsoever, or entered into any agreements or arrangements with any person, or is subject to or bound by any obligation or undertaking.
Prior Activities. Holdings has not engaged in any activities or incurred any liabilities other than in connection with its incorporation and the Material Acquisition Documents, and the transactions contemplated thereby,
Prior Activities. Neither the Company nor any of its Subsidiaries has been a “distributing corporation” or a “controlled corporation” in connection with a distribution described in Section 355 of the Code and no election under Section 338 of the Code or any similar provision of applicable Law has been made or is required to be made by or with respect to the Company or its Subsidiaries.
Prior Activities. Neither Parent nor any of its Subsidiaries has been a “distributing corporation” or a “controlled corporation” in connection with a distribution described in Section 355 of the Code and no election under Section 338 of the Code or any similar provision of applicable law has been made or required to be made by or with respect to Parent or its Subsidiaries.
Prior Activities. Each of Purchaser and OS was organized no earlier than September, 2000. Except for its organizational activities and activities related to the negotiation, delivery and consummation of this Agreement, including activities related to the financing of the transactions contemplated hereby, neither OS nor Purchaser has engaged in any substantive business activities. OS and Purchaser have not incurred any liabilities or have any commitments other than in connection with the transactions contemplated by this Agreement.
Prior Activities. The parties agree that in the event that MMC either acquires, or is acquired by, another corporation, person, or other entity (whether by merger, sale of assets, change of membership interest, sale of stock, or otherwise) that has been engaged in any of the activities otherwise prohibited by this Section for a period of at least one hundred eighty (180) days prior to the date such acquisition is consummated (the "Prior Activities"), provided that the Prior Activities are not all or a substantial portion of the business activities of such corporation, person or other entity, then Section 8.1 shall not apply to such Prior Activities so long as the surviving corporation, person or other entity to such acquisition does not materially increase the services included in such Prior Activities during the Restricted Period.
Prior Activities. CCNC do not have assets exceeding an aggregate value of $1,000,000 and have not incurred, directly or through any subsidiary, any liabilities or obligations in excess of $1,000,000 except those incurred in connection with its incorporation or with the negotiation and consummation of this Agreement and the transactions contemplated thereby. CCNC has not engaged in any illegal business or activities of any type or kind whatsoever, or entered into any agreements or arrangements with any person or entity, or is subject to or bound by any obligation or undertaking which is not described in or contemplated by this Agreement.
Prior Activities. The parties agree that in the event that Hospital either acquires or is acquired by another corporation, person, or other entity (whether by merger, sale of assets, change of membership interest, sale of stock, or otherwise) that has been engaged in any of the activities otherwise prohibited by Section 3(a) for a period of at least one hundred eighty (180) days prior to the date such acquisition is consummated (the "Prior Activities"), provided that the Prior Activities are not all or a substantial portion of the business activities of such corporation, person or other entity, then Section 3(a) shall not apply to such Prior Activities in the Restricted Area during the Restricted Period, so long as the surviving corporation, person, or other entity to such acquisition does not materially expand the scope of such Prior Activities during the Restricted Period.
Prior Activities. Owner Trustee has not engaged in any activities except holding title to the Aircraft and leasing the Aircraft pursuant to the terms of the “Trust Agreement” (as defined in the Existing Lease) and the Existing Lease, respectively, and Owner Trustee has not incurred any debt or other financial obligation, except as expressly provided in the “Trust Agreement” (as defined in the Existing Lease) and the Existing Lease or such other debt that shall have been satisfied or discharged in full contemporaneously with the Closing.]26
Prior Activities. The Parent has disposed of all properties used in, and discharged and satisfied all liabilities pertaining to, Parent's former business activities, as described in the SEC Reports.
