Examples of Target Sub in a sentence
In the event of termination of this Agreement as provided in Section 9.1, this Agreement shall immediately become void and there shall be no liability or obligation on the part of Acquiror, Target, Sub or their respective officers, directors, stockholders or Affiliates, except as set forth in Section 9.3 and further except to the extent that such termination results from the willful breach by any such party of any of its representations, warranties or covenants set forth in this Agreement.
Pursuant to an Agreement and Plan of Merger dated as of August 27, 2007 (the “Merger Agreement”) by and among Acquiror, Cougar Acquisition Corporation, a Washington corporation and wholly owned subsidiary of Acquiror (“Sub”), and Target, Sub is merging with and into Target (the “Acquisition”) and Target, as the surviving corporation of the Acquisition, will thereby become a wholly owned subsidiary of Acquiror.
The Merger shall be consummated pursuant to the terms of this Agreement, which has been approved and adopted by the respective Boards of Directors of Target, Sub and Buyer and by Buyer, as the sole stockholder of Sub.
In rendering such opinion, such counsel shall be entitled to require and rely upon customary representations of officers of Target, Sub and Buyer reasonably satisfactory in form and substance to such counsel.
The respective Boards of Directors of Target, Sub and Buyer are of the opinion that the transactions described herein are in the best interests of the Parties to this Agreement and their respective shareholders.
Target has furnished to Kintera, or its representatives, for its examination (i) copies of all proceedings, consents, actions, and meetings of the board of directors and stockholders of Target and Target Sub and (ii) all permits, orders, and consents issued by any Governmental Entity with respect to Target or Target Sub.
All of the prices charged by Target or Target Sub in connection with the marketing or sale of any of their respective services have been in compliance with all applicable laws and regulations, except for such noncompliance that would not have a Material Adverse Effect on Target or Target Sub.
Neither Target nor Target Sub is now nor has either ever been subject to any union organizing activities or collective bargaining activities.
Target, Target Sub and each of their subsidiaries have complied in all material respects with, and have no material unsatisfied obligations to any individual under, the health care continuation and notice provisions of COBRA, or any applicable state continuation coverage requirements, the Family and Medical Leave Act of 1993, the Health Insurance Portability and Accountability Act and the Cancer Rights Act of 1998.
Neither Target nor Target Sub has (a) terminated its relationship with, (b) been terminated by or (c) refused to provide services to any customer which had theretofore paid or been obligated to pay Target or Target Sub, as applicable, in excess of $10,000 over any consecutive twelve month period.