Common use of Pre Closing Events Clause in Contracts

Pre Closing Events. The Closing is subject to the completion at or about the time of Closing of the following: (a) Durw▇▇▇ ▇▇▇ll restate its Certificate of Incorporation in the State of Delaware in substantially the form attached hereto as Exhibit "D" and shall have authorized 50,000,000 shares of $.0001 par value common stock and 5,000,000 shares of $.0001 par value preferred stock. The preferred stock shall be subject to issuance in such series and with such rights, preferences and designations as determined in the sole discretion of the board of directors. (b) Durw▇▇▇ ▇▇▇ll have effectuated the Forward Split at or about the Closing, and shall have 2,441,713 shares of its common stock issued and outstanding and no other shares of capital stock issued or outstanding. (c) Durw▇▇▇ ▇▇▇ll demonstrate to the reasonable satisfaction of SNC that it has no material assets other than the proceeds of the Durw▇▇▇ ▇▇▇ancing as described herein, and no liabilities contingent or fixed.

Appears in 3 contracts

Sources: Agreement and Plan of Reorganization (Sportsnuts Com International Inc), Agreement and Plan of Reorganization (Sportsnuts Com International Inc), Agreement and Plan of Reorganization (Sportsnuts Com International Inc)