Common use of Ownership of the Company Common Stock Clause in Contracts

Ownership of the Company Common Stock. Neither Parent nor Merger Sub is, nor at any time for the past three years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. As of the date hereof, Parent or a subsidiary of Parent beneficially own no shares of the Company Common Stock and none of Parent or any subsidiary of Parent (i) owns (as such term is defined in Section 203 of the DGCL), directly or indirectly, any other shares of the Company Common Stock or other securities convertible into, exchangeable for, or exercisable for shares of the Company Common Stock or any securities of any subsidiary of the Company or (ii) has any rights to acquire any shares of the Company Common Stock except pursuant to this Agreement. Parent and each of its subsidiaries are affiliates of Merger Sub as such term is defined in section 251(h) of the DGCL.

Ownership of the Company Common Stock. Neither Parent nor Merger Sub is, nor at any time for the past three years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. As of the date hereof, the Guarantor, Parent or a subsidiary of Parent beneficially own no 3,255,026 shares of the Company Common Stock and none of the Guarantor, Parent or any a subsidiary of Parent (i) owns (as such term is defined in Section 203 of the DGCL), directly or indirectly, any other shares of the Company Common Stock or other securities convertible into, exchangeable for, or exercisable for shares of the Company Common Stock or any securities of any subsidiary of the Company or (ii) has any rights to acquire any shares of the Company Common Stock except pursuant to this Agreement. Parent and Parent, each of its subsidiaries Subsidiaries and the Guarantor are affiliates of Merger Sub as such term is defined in section 251(h) of the DGCL.

Ownership of the Company Common Stock. Neither Parent nor Merger Sub is, nor at any time for the past three years has been, an “interested stockholder” of the Company as defined in Section 203 of the DGCL. As of the date hereof, none of Parent or a subsidiary of Parent beneficially own no shares of the Company Common Stock and none of Parent or any subsidiary of Parent (ia) owns (as such term is defined in Section 203 of the DGCL), directly or indirectly, any other shares of the Company Common Stock or other securities convertible into, exchangeable for, or exercisable for shares of the Company Common Stock or any securities of any subsidiary of the Company or (iib) has any rights to acquire any shares of the Company Common Stock except pursuant to this Agreement. Parent and each of its subsidiaries are affiliates of Merger Sub as such term is defined in section 251(h) of the DGCL.