Common use of Merger Sub Clause in Contracts

Merger Sub. Merger Sub is an indirect, wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary direct or indirect subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution and delivery of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose purposes of engaging in effecting the TransactionsMerger. Since the date There is no agreement outstanding pursuant to which any Person has any existing or contingent right to acquire any stock of its incorporation, Merger Sub. Merger Sub owns no assets, has not carried on any business or no Liabilities and has conducted any operations no activities other than those necessary to effectuate the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoMerger.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly a wholly-owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than and has not incurred, and will not incur, any material liability, except in each case the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta newly organized limited liability company, wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub has not carried on engaged in any business activities or conducted any operations other than in connection with the execution Transactions. Merger Sub is a wholly owned Subsidiary of this Agreement, the performance of its obligations hereunder and matters ancillary theretoParent.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly a wholly-owned Subsidiary subsidiary of Parent that Purchaser and Purchaser shall cause Merger Sub to perform as provided in this Agreement. Merger Sub was formed solely for the purpose of engaging in consummating the Transactions. Since the date of its incorporationMerger, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretohas no material assets or liabilities.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta wholly owned, wholly owned Subsidiary direct subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried on on, and will not carry on, any business or conducted conduct any operations other than and has not incurred, and will not incur, any material liability, except in each case in connection with the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsMerger. Since the date of its incorporation, Merger Sub has not carried carried, and prior to the Effective Time will not carry, on any business or conducted conduct any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly wholly-owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in effecting the Transactions. Since the date of its incorporationMerger, Merger Sub and has not carried on any business conducted no other material activity and has incurred no other material Liability or conducted any operations obligation other than the execution of as contemplated by this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned direct or indirect Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsAcquiror. Since the its date of its incorporationformation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent that was formed solely for Parent, and is managed by the purpose of engaging in the TransactionsManagers. Since the its date of its incorporationformation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly owned Subsidiary of Parent that was has been formed solely for the purpose of engaging in the Transactionstransactions contemplated hereby and, as of the Effective Time, will not have engaged in any activities other than in connection with the transactions contemplated by this Agreement. Since the date of its incorporation, Merger Sub has not carried on conducted any business prior to the date of this Agreement and has, and prior to the Effective Time will have, no assets, liabilities or conducted obligations of any operations kind other than those incident to its formation and pursuant to this Agreement and the execution of this Agreement, transactions contemplated hereunder. Merger Sub is and shall be at the performance of its obligations hereunder Effective Time a corporation wholly and matters ancillary theretodirectly owned by Parent.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since Buyer and, since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this AgreementAgreement and other agreements contemplated by this Agreement to which it is a party, the performance of its obligations hereunder and thereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, was formed by Parent or a direct or indirect wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since the date of its incorporation, Merger Sub has not carried on conducted any business prior to the date of this Agreement and has no, and prior to the Effective Time will have no, assets, obligations or conducted liabilities of any operations nature other than those incident to its incorporation and the execution of transactions contemplated by this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. The Merger Sub is an indirecta newly organized corporation, wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since Prior to the date of its incorporationhereof, the Merger Sub has not carried on engaged in any business activities or conducted any operations other than in connection with the execution of transactions contemplated by this Agreement, . The Merger Sub is a wholly owned Subsidiary of the performance of its obligations hereunder and matters ancillary theretoPurchaser.

Merger Sub. Once formed, Merger Sub is an indirectwill be a direct, wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsMerger. Since From and following the date of its incorporationincorporation through the Effective Time, Merger Sub has will not carried carry on any business or conducted conduct any operations other than the execution of this Agreementthe Merger Sub Joinder, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that was formed solely for Parent. Prior to the purpose of engaging in the Transactions. Since the date of its incorporationEffective Time, Merger Sub has will not carried on have engaged in any material business activities and will have no material liabilities or conducted any operations obligations other than the execution of as contemplated by this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that Parent. Merger Sub was formed solely for specifically to consummate the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub transactions contemplated by this Agreement and has not carried on any business conducted no operations and incurred no obligation or conducted any operations liabilities other than in connection with its formation and the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretotransactions contemplated hereby.

Merger Sub. Merger Sub is an indirecta direct, wholly wholly-owned Subsidiary subsidiary of Parent that and was formed solely for the purpose of engaging in the Transactionstransactions contemplated hereby. Since Other than its liabilities and obligations arising under or in connection with this Agreement, the date of its incorporationFinancing and the transactions contemplated hereby and thereby, Merger Sub has not carried on no liabilities or obligations of any kind, has engaged in no other business or activities and has conducted any its operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoonly as contemplated hereby.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. The Merger Sub is an indirecta newly organized corporation, wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since Prior to the date of its incorporationhereof, the Merger Sub has not carried on engaged in any business activities or conducted any operations other than in connection with the execution of transactions contemplated by this Agreement. The Merger Sub is a direct wholly owned Subsidiary of the Purchaser, which is a direct wholly owned subsidiary of the performance of its obligations hereunder and matters ancillary theretoParent.

Merger Sub. Merger Sub is an indirect, wholly a wholly-owned Subsidiary of Parent that Parent. Merger Sub was formed solely specifically for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub transactions contemplated hereby and has not carried on any business conducted no operations and incurred no liabilities or conducted any operations obligations other than in connection with the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretotransactions contemplated hereby.

Merger Sub. Merger Sub was formed by Parent and is an indirect, wholly owned by a direct or indirect wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since the date of its incorporation, Merger Sub has not carried on conducted any business prior to the date of this Agreement and has no, and prior to the Effective Time will have no, assets, obligations or conducted liabilities of any operations nature other than those incident to its incorporation and the execution of transactions contemplated by this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly a direct or indirect wholly-owned Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly a direct wholly-owned Subsidiary subsidiary of Parent that and was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since Except for liabilities incurred by Merger Sub in connection with its incorporation or organization and the date of its incorporationtransactions contemplated by this Agreement and except for this Agreement, Merger Sub has not carried on incurred, directly or indirectly, through any of its Subsidiaries or Affiliates, any liability or engaged in any business activities of any type or conducted kind whatsoever or entered into any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoagreement or arrangements with any person. Merger Sub has no Subsidiaries.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent the Acquiror that was formed solely for the purpose of engaging in the TransactionsMerger. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned indirect Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution and delivery of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly wholly-owned Subsidiary of Parent that Parent. Merger Sub was formed solely specifically for the purpose of engaging Transactions and has conducted no operations and incurred no obligations other than in connection with the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since Buyer and, since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this AgreementAgreement and other agreements contemplated by this Agreement to which it is a party, the performance of its obligations hereunder and thereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary of Parent that was formed solely for the purpose purposes of engaging in effecting the TransactionsMerger. Since the date There is no agreement outstanding pursuant to which any Person has any existing or contingent right to acquire any stock of its incorporation, Merger Sub. Merger Sub owns no assets, has not carried on any business or no Liabilities and has conducted any operations no activities other than those necessary to effectuate the execution of this Agreement, Merger and the performance of its obligations hereunder and matters ancillary theretoother Transactions.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose purposes of engaging in effecting the TransactionsMerger. Since the date There is no agreement outstanding pursuant to which any Person has any existing or contingent right to acquire any stock of its incorporation, Merger Sub. Merger Sub owns no assets, has not carried on any business or no Liabilities and has conducted any operations no activities other than those necessary to effectuate the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoMerger.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsMerger. Since the date of its incorporation, Merger Sub has not carried carried, and prior to the Effective Time will not carry, on any business or conducted conduct any operations other than in connection with the execution of this Agreement, Agreement and the Spin-Off Agreements and the performance of its obligations hereunder and thereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta newly-formed, wholly wholly-owned Subsidiary indirect subsidiary of Parent that was Parent, formed solely for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of transactions contemplated by this Agreement, the performance of its obligations hereunder and matters ancillary theretoholding no assets or liabilities other than those pursuant to this Agreement.

Merger Sub. Merger Sub is an indirect, wholly wholly-owned Subsidiary of Parent that Parent. Merger Sub was formed solely specifically for the purpose of engaging Transactions and has conducted no operations and incurred no obligation other than in connection with the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned direct or indirect Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsAcquiror. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly a direct wholly-owned Subsidiary subsidiary of Parent that and was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since Except for Liabilities incurred by Merger Sub in connection with its incorporation or organization and the date of its incorporationtransactions contemplated by this Agreement and except for this Agreement, Merger Sub has not carried on incurred, directly or indirectly, through any Subsidiary or Affiliate, any Liability or engaged in any business activities of any type or conducted kind whatsoever or entered into any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoagreement or arrangements with any person. Merger Sub has no Subsidiaries.

Merger Sub. Merger Sub is an indirect, a direct or indirect wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since Prior to the date Effective Time, Xxxxxx Sub will have engaged in no other business activities and will have no assets, Liabilities or obligations of any nature other than (i) as expressly contemplated herein or in connection with the Transactions and (ii) Liabilities and obligations incidental to its formation and the transactions contemplated hereby or thereby and the maintenance of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoexistence.

Merger Sub. Merger Sub is an indirect, wholly a direct wholly-owned Subsidiary subsidiary of Parent that and was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since Except for liabilities incurred by Merger Sub in connection with its incorporation or organization and the date of its incorporationtransactions contemplated by this Agreement and except for this Agreement, Merger Sub has not carried on incurred, directly or indirectly, through any of its Affiliates, any liability or engaged in any business activities of any type or conducted kind whatsoever or entered into any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoagreement or arrangements with any Person. Merger Sub has no Subsidiaries.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsMerger. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, indirect wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not neither carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirecta direct, wholly wholly-owned Subsidiary subsidiary of Parent that Parent, was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations other than the execution of transaction contemplated by this Agreement, the performance has engaged in no other business activities and has conducted its operations only as contemplated hereby. Parent owns beneficially and of its obligations hereunder record all outstanding capital stock of Merger Sub free and matters ancillary theretoclear of any Liens and no other Person holds any capital stock of Merger Sub nor has any rights to acquire any interest in Merger Sub.

Merger Sub. Merger Sub is an indirect, wholly a direct wholly-owned Subsidiary subsidiary of Parent that and was formed solely for the purpose of engaging in the Transactionstransactions contemplated by this Agreement. Since Except for Liabilities incurred by Merger Sub in connection with its incorporation or organization and the date of its incorporationtransactions contemplated by this Agreement and except for this Agreement, Merger Sub has not carried on incurred, directly or indirectly, through any of its Affiliates, any Liability or engaged in any business activities of any type or conducted kind whatsoever or entered into any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoagreement or arrangements with any person. Merger Sub has no Subsidiaries.

Merger Sub. Merger Sub is an indirect, wholly a wholly-owned Subsidiary of Parent that Parent. Merger Sub was formed solely specifically for the purpose of engaging in the Transactions. Since the date of its incorporation, Merger Sub transactions contemplated hereby and has not carried on any business conducted no operations and incurred no liabilities or conducted any operations obligations other than in connection with its formation and the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretotransactions contemplated hereby.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than and has not incurred, and will not incur, any material liability, except in each case the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, wholly a wholly-owned Subsidiary indirect subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the its date of its incorporation, Merger Sub has not carried on any business or nor conducted any operations other than the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a direct or indirect wholly owned Subsidiary of Parent that was formed solely for the purpose purposes of engaging in effecting the TransactionsMerger. Since the date There is no agreement outstanding pursuant to which any Person (other than any wholly-owned Subsidiaries of its incorporation, Parent) has any existing or contingent right to acquire any stock of Merger Sub. Merger Sub owns no assets, has not carried on any business or no liabilities and has conducted any operations no activities other than those necessary to effectuate the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoMerger.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary indirect subsidiary of Parent that was formed solely for the purpose purposes of engaging in effecting the TransactionsMerger. Since the date There is no agreement outstanding pursuant to which any Person has any existing or contingent right to acquire any stock of its incorporation, Merger Sub. Merger Sub owns no assets, has not carried on any business or no Liabilities and has conducted any operations no activities other than those related to the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretoMerger.

Merger Sub. Merger Sub is an indirecta wholly owned, wholly owned direct Subsidiary of Parent that was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationincorporation and prior to the Effective Time, Merger Sub has not carried carried, and will not carry, on any business or conducted conduct any operations other than and has not incurred, and will not incur, any material liability, except in each case in connection with the execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Merger Sub. Merger Sub is an indirect, a wholly owned Subsidiary subsidiary of Parent that Parent. Merger Sub was formed solely for the purpose of engaging in the Transactions. Since the date of its incorporationtransactions contemplated by this Agreement, and Merger Sub has not carried on any engaged in no business or conducted any operations other than in connection with the execution of this Agreement, the performance of its obligations hereunder and matters ancillary theretotransactions contemplated hereby.

Merger Sub. Merger Sub is an indirecta direct, wholly owned Subsidiary of Parent that was formed solely for the purpose purposes of engaging in the Transactionstransactions contemplated hereby, including effecting the Merger. Since the date There is no agreement outstanding pursuant to which any Person (other than Parent) has any existing or contingent right to acquire any stock of its incorporation, Merger Sub. Merger Sub has not carried on any business or conducted any operations no activities other than those necessary or appropriate to effectuate the execution of this Agreement, Merger and the performance of its obligations hereunder and matters ancillary theretotransactions contemplated hereby.

Merger Sub. Merger Sub is an indirect, indirect wholly owned Subsidiary of Parent that was formed solely for the purpose of engaging in the TransactionsParent. Since the date of its incorporation, Merger Sub has not carried on any business or conducted any operations activities other than in connection with its organization, the negotiation and execution of this Agreement, Agreement and the performance consummation of its obligations hereunder and matters ancillary theretothe transactions contemplated hereby.