Ownership and Activities of Merger Sub. Parent owns all of the issued and outstanding shares of capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the transactions contemplated by this Agreement and, except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this Agreement, Merger Sub has not incurred, directly or indirectly, any obligations or liabilities or engaged in any business activities of any type or kind whatsoever or entered into any agreements or arrangements with any Person.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Latch, Inc.), Agreement and Plan of Merger (Roadrunner Transportation Systems, Inc.), Agreement and Plan of Merger (LKQ Corp)
Ownership and Activities of Merger Sub. Parent owns all of the issued and outstanding shares of capital stock of Merger Sub. Merger Sub was formed solely As of the date hereof and as of the Effective Time, except for the purpose of engaging Liabilities incurred in connection with its incorporation and the transactions contemplated by this Agreement and, and except for obligations this Agreement and any other agreements or liabilities incurred in connection with its incorporation arrangements contemplated hereby or organization and the transactions contemplated by this Agreementthereby, Merger Sub has not, and at the Effective Time will not have incurred, directly or indirectly, any obligations or liabilities Liabilities or engaged in any business activities of any type or kind whatsoever or entered into any agreements or arrangements Contracts with any Person.
Appears in 2 contracts
Samples: Agreement and Plan of Merger (Inovalon Holdings, Inc.), Agreement and Plan of Merger (Emc Corp)
Ownership and Activities of Merger Sub. Parent owns all of the issued and outstanding shares of capital stock of Merger Sub. Merger Sub was formed solely for As of the purpose date hereof and as of engaging in the transactions contemplated by this Agreement andEffective Time, except for obligations or liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this AgreementAgreement and except for this Agreement and any other agreements or arrangements contemplated hereby or thereby, Merger Sub has not incurred(i) is a direct, directly or indirectlywholly owned subsidiary of Parent, any obligations or liabilities or engaged (ii) was formed solely for the purpose of engaging in any business activities of any type or kind whatsoever or entered into any agreements or arrangements with any Person.the transactions contemplated hereby and
Appears in 1 contract
Samples: Agreement and Plan of Merger
Ownership and Activities of Merger Sub. Parent owns all of the issued and outstanding shares of capital stock of Merger Sub. Merger Sub was formed solely for As of the purpose date hereof and as of engaging in the transactions contemplated by this Agreement andEffective Time, except for obligations or liabilities Liabilities incurred in connection with its incorporation or organization and the transactions contemplated by this AgreementAgreement and except for this Agreement and any other agreements or arrangements contemplated hereby or thereby, Merger Sub has not, and at the Effective Time will not have incurred, directly or indirectly, any obligations or liabilities Liabilities or engaged in any business activities of any type or kind whatsoever or entered into any agreements or arrangements Contracts with any Person.
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