Common use of Operations of Merger Sub Clause in Contracts

Operations of Merger Sub. Merger Sub was newly formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time prior to the Merger Effective Time will Merger Sub have conducted any business activity or other operations of any kind other than those necessary to consummate the Merger as contemplated by this Agreement.

Appears in 4 contracts

Sources: Merger Agreement (Rhino SpinCo, Inc.), Merger Agreement (Genuine Parts Co), Merger Agreement (Essendant Inc)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time Transactions and, prior to the Merger Effective Time Time, will Merger Sub have conducted any engaged in no other business activity activities, will have no other assets and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreement.

Appears in 3 contracts

Sources: Merger Agreement, Merger Agreement (Great Plains Energy Inc), Merger Agreement (Black Hills Corp /Sd/)

Operations of Merger Sub. Merger Sub was newly formed has been organized as a corporation solely for the purpose purposes of engaging in effecting the Merger and the other transactions contemplated by this Agreement. Merger Sub has not conducted any business prior to the date hereof and has no, and prior to the Effective Time will have no, assets, liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and at no time prior to the Merger Effective Time will Merger Sub have conducted any business activity or and the other operations of any kind other than those necessary to consummate the Merger as transactions contemplated by this Agreement.

Appears in 3 contracts

Sources: Merger Agreement (Visicu Inc), Merger Agreement (Sterling Venture Partners L P), Merger Agreement (Cardinal Health Partners Lp)

Operations of Merger Sub. Merger Sub was newly formed solely for the purpose of engaging in the transactions contemplated by this Agreement Transactions, and at no time has not conducted any business prior to the Merger date hereof and has no, and prior to the Effective Time will Merger Sub have conducted any business activity no, assets, liabilities or other operations obligations of any kind nature other than those necessary incident to consummate its formation and capitalization or pursuant to this Agreement or in connection with the Merger as contemplated by this Agreementand the other Transactions. Merger Sub does not have any subsidiaries.

Appears in 3 contracts

Sources: Merger Agreement (Full Alliance International LTD), Merger Agreement (Yongye International, Inc.), Merger Agreement (Morgan Stanley)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time hereby and, prior to the Merger Effective Time will Time, Merger Sub will not have conducted engaged in any other business activity or other operations of any kind activities other than those necessary incidental to consummate the Merger as transactions contemplated hereby and will have incurred no liabilities or obligations other than in relation to the transactions contemplated by this Agreement.

Appears in 3 contracts

Sources: Merger Agreement (Cohu Inc), Merger Agreement (Xcerra Corp), Merger Agreement (Xcerra Corp)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement hereby and at no time prior to the Merger Effective Time will Merger Sub have conducted any engaged in no other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreementherein, including in connection with arranging the Financing.

Appears in 2 contracts

Sources: Merger Agreement (Community Health Systems Inc), Merger Agreement (Triad Hospitals Inc)

Operations of Merger Sub. Merger Sub was newly formed solely specifically for the purpose Transactions. Since its date of engaging in incorporation, Merger Sub has not, and prior to the transactions contemplated by Effective Time will not have, 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 and has, and prior to the Effective Time will have, no assets, Liabilities or obligations of any nature other than those incident to its formation and pursuant to this Agreement and at no time prior to the Merger Effective Time will Merger Sub have conducted any business activity or other operations of any kind other than those necessary to consummate the Merger as contemplated by this AgreementTransactions.

Appears in 2 contracts

Sources: Merger Agreement (Battalion Oil Corp), Merger Agreement (Battalion Oil Corp)

Operations of Merger Sub. Merger Sub was newly will be formed solely for the sole purpose of engaging in the transactions contemplated by this Agreement Merger and at no time prior to the Merger Effective Time will Merger Sub have conducted any engaged in no other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreementherein.

Appears in 2 contracts

Sources: Merger Agreement (Td Banknorth Inc.), Merger Agreement (Interchange Financial Services Corp /Nj/)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated hereby and, prior to the Effective Time, Merger Sub will not have engaged in any other business activities and will have incurred no Liabilities or obligations other than as contemplated by this Agreement and at no time prior other immaterial Liabilities incident to its formation or the Merger Effective Time will Merger Sub have conducted any business activity or other operations of any kind other than those necessary to consummate the Merger as transactions contemplated by this Agreementhereby.

Appears in 2 contracts

Sources: Merger Agreement (Enzymotec Ltd.), Merger Agreement (Frutarom LTD)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time hereby and, prior to the Merger Effective Time will Time, Merger Sub will not have conducted engaged in any other business activity activities and will have incurred no material liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreement.

Appears in 2 contracts

Sources: Merger Agreement (Brigham Exploration Co), Merger Agreement (Statoil Asa)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement hereby and at no time prior to the Merger Effective Time will Merger Sub have conducted any engaged in no other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate as required in connection with the Merger Debt Commitment or as otherwise contemplated by this Agreementherein.

Appears in 2 contracts

Sources: Merger Agreement (Third Wave Technologies Inc /Wi), Merger Agreement (Hologic Inc)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement hereby and at no time prior to the Merger Effective Time will Merger Sub have conducted any engaged in no other business activity or other operations of any kind other than those necessary to consummate the Merger as contemplated by this Agreementactivities.

Appears in 2 contracts

Sources: Merger Agreement (Globalscape Inc), Merger Agreement (Globalscape Inc)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated hereby and, prior to the Effective Time, Merger Sub will not have engaged in any other business activities and will have incurred no Liabilities or obligations other than as contemplated by this Agreement and at no time prior other immaterial Liabilities incident to the Merger Effective Time will Merger Sub have conducted any business activity or other operations of any kind other than those necessary to consummate the Merger as contemplated by this Agreementits formation.

Appears in 2 contracts

Sources: Merger Agreement (Attunity LTD), Merger Agreement (NeuroDerm Ltd.)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement hereby and at no time prior to the Merger Effective Time will Merger Sub have conducted any engaged in no other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate in furtherance of the Merger as transactions contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Community Bank System, Inc.)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement hereby and at no time prior to the Merger Effective Time will Merger Sub have conducted any engaged in no other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger in connection herewith or as contemplated by this Agreementherein.

Appears in 1 contract

Sources: Merger Agreement (Penton Media Inc)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time hereby and, prior to the Merger Effective Time Time, will Merger Sub have conducted any engaged in no other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreementherein (including pursuant to the Financing Commitments).

Appears in 1 contract

Sources: Merger Agreement (Angelica Corp /New/)

Operations of Merger Sub. Merger Sub was newly formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time prior to the Merger Effective Time will Merger. Since its date of formation, Merger Sub have has not carried on any business or conducted any business activity or other operations of any kind other than those necessary to consummate the Merger as contemplated by execution of this Agreement, the performance of its obligations hereunder and matters ancillary thereto.

Appears in 1 contract

Sources: Merger Agreement (Diodes Inc /Del/)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time hereby and, prior to the Merger Effective Time will of the Merger, Merger Sub will not have conducted engaged in any other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreement.

Appears in 1 contract

Sources: Preferred Stock Purchase Agreement and Agreement and Plan of Merger (Palm Inc)

Operations of Merger Sub. Merger Sub was newly formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time hereby and, prior to the Merger Effective Time will Time, Merger Sub has not engaged and will not engage in any other business activities and will have conducted any business activity incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Open Text Corp)

Operations of Merger Sub. Merger Sub was newly has been formed solely for the purpose of engaging in the transactions contemplated by this Agreement and at no time Transactions and, prior to the Merger Effective Time will Time, Merger Sub will not have conducted engaged in any other business activity activities and will have incurred no liabilities or other operations of any kind obligations other than those necessary to consummate the Merger as contemplated by this Agreement.

Appears in 1 contract

Sources: Merger Agreement (Medidata Solutions, Inc.)