Common use of Absence of Business Conduct Clause in Contracts

Absence of Business Conduct. Essex Electric Inc., a Delaware corporation, is a newly-formed, wholly-owned Subsidiary of Buyer formed solely for the purpose of holding the Purchased Assets and the Business ("Electrical Sub") and is the only Subsidiary of Buyer. Buyer has not conducted any business prior to the date hereof and has no, and prior to the Closing will have no, properties, assets, liabilities or obligations of any nature other than those incident to its formation and in connection with this Agreement and the transactions contemplated hereby. Electrical Sub has no Subsidiaries and has not conducted any business prior to the date hereof and has no, and prior to the Closing will have no, properties, assets, liabilities or obligations of any nature other than those incident to its formation and in connection with this Agreement and the transactions contemplated hereby. No person holds an option, warrant or other right to acquire any capital stock of Electrical Sub.