Common use of Subcorp Clause in Contracts

Subcorp. Prior to the Effective Time, Subcorp shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than a de minimis amount of cash paid to Subcorp for the issuance of its stock to FindWhat) or any material liabilities.

Appears in 2 contracts

Samples: Agreement and Plan of Merger (Findwhat Com Inc), Agreement and Plan of Merger (Findwhat Com Inc)

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Subcorp. Prior to the Effective Time, Subcorp shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than a de minimis amount of cash paid to Subcorp for the issuance of its stock to FindWhat or a subsidiary of FindWhat) or any material liabilities. On or before the Effective Time, FindWhat shall contribute all of the stock of Subcorp to a wholly-owned subsidiary of FindWhat.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Findwhat Com Inc)

Subcorp. Prior to the Effective Time, Subcorp shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any material assets (other than a de minimis amount of cash paid to Subcorp for the issuance of its stock to FindWhat) or any material liabilities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Sportsmans Guide Inc)

Subcorp. Prior to the Effective Time, Subcorp shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than a de minimis amount of cash paid to Subcorp for the issuance of its stock to FindWhatSYS) or any material liabilities.

Appears in 1 contract

Samples: Non Compete and Lockup Agreement (Sys)

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Subcorp. Prior to the Effective Time, Subcorp shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than a de minimis amount of cash paid to Subcorp for the issuance of its stock to FindWhat or a subsidiary of FindWhat) or any material liabilities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Findwhat Com Inc)

Subcorp. Prior to the Effective Time, Subcorp shall not conduct any business or make any investments other than as specifically contemplated by this Agreement and will not have any assets (other than a de minimis amount of cash paid to Subcorp for the issuance of its stock to FindWhatPatriot) or any material liabilities.

Appears in 1 contract

Samples: Agreement and Plan of Merger (Patriot Scientific Corp)

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