Common use of Merger Sub Clause in Contracts

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any person.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the Merger Contemplated Transactions, has no assets or Liabilities (other than obligations under this Agreement) and has not engaged in any business activities or conducted any operations other than in connection with the MergerContemplated Transactions. Except for obligations or liabilities incurred in connection with its Parent has delivered to the Company true, complete and correct copies of the articles of incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement bylaws of Merger Sub and any other agreements agreement or arrangements contemplated by this Agreement, contract of any kind to which Merger Sub has not incurred, directly is a party or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personby which it is bound.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the Merger transactions contemplated by this Agreement, has engaged in no other business activities and has not engaged in any business activities or conducted any its operations other than in connection with the Mergeronly as contemplated by this Agreement. Except for obligations or and liabilities incurred in connection with its incorporation or organization or the negotiation and the transactions contemplated by this Agreement, and except for consummation of this Agreement and any other agreements or arrangements contemplated by this Agreementthe Merger, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, incurred any obligations or liabilities or entered into any agreement or arrangements with any personliabilities.

Merger Sub. Merger Sub was has been formed solely for the purpose of effecting the Merger executing and has not engaged in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization delivering this Agreement and consummating the transactions contemplated by this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, hereby. Merger Sub has not incurred, directly engaged and will not engage in any business or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personactivity other than activities related to its corporate organization and the execution and delivery of this Agreement.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the Merger Merger, and since the date of its incorporation has not engaged in any business activities or no other business, conducted any operations operations, or incurred any Liabilities, other than in connection with the Merger. Except for execution of this Agreement, the performance of its obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by under this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personmatters ancillary thereto.

Merger Sub. Merger Sub was has been formed solely for the purpose of effecting executing and delivering this Agreement and consummating the transactions contemplated hereby. Merger and Sub has not engaged in any business activities or conducted any operations activity other than in connection with the Merger. Except for obligations or liabilities incurred in connection with activities related to its incorporation or corporate organization and the transactions contemplated by this Agreement, execution and except for delivery of this Agreement and any the other agreements or arrangements and instruments contemplated by this Agreement, Merger Sub hereby and has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations no assets or liabilities or entered into any agreement or arrangements with any personexcept as necessary for such purpose.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the transactions contemplated under this Agreement. Since its date of incorporation, Merger and Sub has not engaged in carried on any business activities or nor conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by execution of this Agreement, and except for the performance of its obligations under this Agreement and any other agreements or arrangements contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personmatters ancillary hereto.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the Merger and the other transactions contemplated hereby, has not engaged in any no business activities or conducted any operations other than in connection with the Merger. Except for transactions contemplated by this Agreement and does not, and at no time prior to the Effective Time will, have assets, liabilities or obligations of any nature other than as contemplated herein or liabilities incurred in connection with its incorporation or organization and as otherwise required to effect the transactions contemplated by this Agreement, . All of the issued and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, outstanding share capital of Merger Sub has not incurred, is owned directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personindirectly by Parent.

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged engaging in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and has engaged in no other business activities of any other agreements type or arrangements contemplated by this Agreementkind whatsoever, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement agreements or arrangements with any personPerson, or become subject to or bound by any obligation or undertaking.

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, indirectly through any subsidiary or affiliatesubsidiary, any obligations or liabilities or entered into any agreement or arrangements with any person.

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged engaging in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and any has engaged in no other agreements or arrangements business activities and has conducted its operations only as contemplated by this Agreement, hereby. Merger Sub has not incurredno subsidiaries or assets, directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into obligations of any agreement nature other than incident to its formation and incident to this Agreement. There are no shares of capital stock of Merger Sub reserved for issuance and Merger Sub does not have any commitment to authorize, issue or arrangements with sell any personsuch shares, except pursuant to this Agreement.

Merger Sub. Merger Sub was has been formed solely for the purpose of effecting engaging in the Merger transactions contemplated by this Agreement, and, prior to the Effective Time, and has not engaged in any business activities or conducted any operations other than in connection with the Merger. Except except for immaterial obligations or liabilities incurred in connection with its incorporation or organization or the consummation of this Agreement and the transactions contemplated by this Agreementhereby, and except for this Agreement and any other agreements or arrangements contemplated by this Agreementincluding the Merger, Merger Sub has not incurredincurred any Liabilities, directly has not engaged in any business or indirectly, through activities of any subsidiary type or affiliate, any obligations or liabilities or kind whatsoever and has not entered into any agreement Contracts or arrangements with any personPerson.

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any s obligations or liabilities lia bilities or entered into any agreement or arrangements with any person.

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged engaging in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, hereby and has no assets or liabilities except as necessary for this Agreement and any other agreements or arrangements contemplated by this Agreement, such purposes. Merger Sub has not incurredengaged, directly and will not engage, in any other business activity of any kind or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any persontype whatsoever and has conducted and will conduct its operations only as contemplated hereby.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the transactions contemplated by this Agreement and, since the date of its incorporation, Merger and Sub has not engaged in carried on any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for execution of this Agreement and any the other agreements or arrangements contemplated by this AgreementTransaction Documents to which it is a party, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any the performance of its obligations or liabilities or entered into any agreement or arrangements with any personhereunder and thereunder and matters ancillary hereto and thereto.

Merger Sub. Merger Sub was formed by Buyer solely for the purpose of effecting the Merger and has not engaged engaging in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, has engaged in no other business activities and except for this Agreement and any other agreements or arrangements has conducted its operations only as contemplated by this Agreement, . Merger Sub has no liabilities. Merger Sub is not incurreda party to any Contract, directly or indirectlyexcept for this Agreement, through any subsidiary or affiliatea subscription agreement pursuant to which all of its authorized capital stock was issued to Buyer, any obligations or liabilities or entered into any agreement or arrangements and contracts with any personrespect to the appointment of registered agents and similar matters.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the Merger Transactions and activities incidental to the Transactions and has not engaged in any business activities or conducted any operations other than in connection with the MergerTransactions and those incident to Merger Sub’s formation. Except for obligations or liabilities incurred in connection with its incorporation or organization Buyer owns beneficially and of record all of the transactions contemplated by this Agreementoutstanding capital stock of Merger Sub, free and clear of all Encumbrances and transfer restrictions, except for this Agreement such Encumbrances and any transfer restrictions of general applicability as may be provided under the Securities Act or other agreements or arrangements contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personapplicable securities laws.

Merger Sub. Merger Sub was has been formed solely for the purpose of effecting engaging in the Merger transactions contemplated by this Agreement, and, prior to the Effective Time, and has not engaged in any business activities or conducted any operations other than in connection with the Merger. Except except for immaterial obligations or liabilities incurred in connection with its incorporation or organization or the consummation of this Agreement and the transactions contemplated by this Agreementhereby, and except for this Agreement and any other agreements or arrangements contemplated by this Agreementincluding the Merger, Merger Sub has not incurredincurred any liabilities, directly has not engaged in any business or indirectly, through activities of any subsidiary type or affiliate, any obligations or liabilities or entered into any agreement or arrangements with any personkind whatsoever.

Merger Sub. Merger Sub was formed solely for the purpose of effecting the Merger and has not engaged engaging in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization or the negotiation and the transactions contemplated by this Agreement, and except for consummation of this Agreement and any other agreements or arrangements contemplated by this Agreementthe Merger, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, incurred any obligations or liabilities liabilities, has not engaged in any business or activities of any type or kind whatsoever, and has not entered into any agreement Contracts or arrangements with any personPerson. All of the issued and outstanding capital stock of Merger Sub is owned directly or indirectly by Parent.

Merger Sub. Merger Sub was formed solely for the purpose of effecting engaging in the Merger and has not engaged in any business activities or conducted any operations other than in connection with the MergerTransactions. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this AgreementTransactions, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, incurred any obligations or liabilities liabilities, has not engaged in any business or operations, and has not entered into any agreement Contracts or arrangements with any personPerson. All of the issued and outstanding capital stock of Merger Sub is owned directly or indirectly by Parent.

Merger Sub. Merger Sub was formed solely for the purpose of effecting ---------- engaging in the Merger and has not engaged in any business activities or conducted any operations other than in connection with the Mergertransactions contemplated hereby. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, and except for this Agreement and any other agreements or arrangements contemplated by this Agreementhereby, Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, incurred any obligations or liabilities or engaged in any business or activities of any type or kind whatsoever or entered into any agreement agreements or arrangements with any personperson or entity.

Merger Sub. Merger Sub is a direct, wholly-owned subsidiary of Acquiror, was formed solely for the purpose of effecting the Merger and has not engaged engaging in any business activities or conducted any operations other than in connection with the Merger. Except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreementhereby, has engaged in no other business activities and except for this Agreement and any other agreements or arrangements has conducted its operations only as contemplated by this Agreement, hereby. Merger Sub has not incurred, directly or indirectly, through any subsidiary or affiliate, any obligations or no liabilities or entered into obligations of any agreement nature, contingent or arrangements with any personotherwise, other than those related to the transactions contemplated hereby.