Common use of Ownership and Operations of Merger Sub Clause in Contracts

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions and has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operations, liabilities or obligations related to or in anticipation of the proposed Merger.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary direct or indirect Subsidiary of Parent owns beneficially and of record all of the outstanding capital stock shares of Merger Sub, free and clear of all Liens. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operations, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any other business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding shares of capital stock of Merger Sub, free and clear of all Liens. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent directly or a wholly owned subsidiary of Parent indirectly owns beneficially and of record all of the outstanding capital stock of Merger Sub, free and clear of all Liens, except for Permitted Liens and such Liens as may be applicable under the Securities Act or other applicable securities Laws. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operations, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any other business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns owns, indirectly, beneficially and of record all of the outstanding shares of capital stock of Merger Sub, free and clear of all Liens. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the issued and outstanding capital stock shares of Merger Sub, free and clear of all Liens. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incidental to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any other business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the issued and outstanding capital stock shares of Merger SubSub indirectly, free and clear of all Liens. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns beneficially and of record all of the outstanding share capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material and, prior to the Effective Time, will engage in no other business activities or operations and has incurred no material liabilities or obligationsoperations, other than activities, operations, liabilities or obligations activities related to or in anticipation of the proposed MergerMerger and will have incurred no liabilities other than under this Agreement and the Ancillary Agreements.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns beneficially beneficially, and a newly-established limited liability company, all of the voting interests of which are indirectly owned by Parent, owns of record all of the outstanding capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material other business activities or operations and has incurred no material liabilities or obligations, other than activities, operations, liabilities or obligations related to or in anticipation of the proposed Mergerconducted its operations only as contemplated hereby.

Ownership and Operations of Merger Sub. Parent Parent, directly or a wholly owned subsidiary of Parent indirectly, owns beneficially and of record and beneficially owns all of the outstanding capital stock shares of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions transactions contemplated hereby, and has engaged in no material other business or other activities or operations and has incurred no material liabilities or obligationsany Liabilities, other than activities, operations, liabilities or obligations related to or in anticipation of the proposed Mergeras contemplated herein.

Ownership and Operations of Merger Sub. Parent directly or a wholly owned subsidiary of Parent indirectly owns beneficially and of record all of the issued and outstanding capital stock shares of Merger Sub, free and clear of all Liens. Merger Sub was formed solely for the purpose of engaging in the Transactions and Transactions, has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in anticipation of any business activities other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent owns owns, beneficially and of record all of the outstanding capital stock equity and voting interests in Merger Sub free and clear of Merger Suball Liens (except for Liens under applicable federal, state and other securities laws). Merger Sub was has been formed solely for the purpose of engaging in the Transactions and has Merger, and, prior to the Effective Time, Merger Sub shall not have engaged in no material any other business activities or operations and has shall not have incurred no material liabilities or obligations, other than activities, operations, liabilities or obligations related to or in anticipation of the proposed Mergerother than as contemplated by this Agreement.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary owns beneficially and of Parent record all of the outstanding membership interests of Services. Services owns beneficially and of record all of the outstanding capital stock of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions and has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incident to its formation and pursuant to the Transactions, and prior to the Effective Time, will not have engaged in any other business activities or in anticipation of entered into any agreements or arrangements with any Person other than those relating to the proposed MergerTransactions.

Ownership and Operations of Merger Sub. Parent or a wholly owned subsidiary of Parent indirectly owns beneficially and of record all of the outstanding capital stock limited liability company interests of Merger Sub. Merger Sub was formed solely for the purpose of engaging in the Transactions transactions contemplated by this Agreement and has engaged in no material business activities or operations and has incurred no material liabilities or obligations, other than activities, operationsassets, liabilities or obligations related of any nature other than those incident to or its formation and pursuant to the transactions contemplated by this Agreement, and prior to the Effective Time, will not have engaged in anticipation of the proposed Mergerany other business activities other than those relating to such transactions.