CONVERSION OF MERGER SUB MEMBER INTERESTS. At the Effective Time, by virtue of the Merger and without any action on the part of the Operating Partnership or Merger Sub, (i) each non-managing member interest in Merger Sub issued and outstanding immediately prior to the Effective Time shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor, and (ii) each managing member interest in Merger Sub issued and outstanding immediately prior to the Effective Time shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor. Section 1.07
Appears in 8 contracts
Samples: Agreement and Plan of Merger (Douglas Emmett Inc), Agreement and Plan of Merger (Douglas Emmett Inc), Agreement and Plan of Merger (Douglas Emmett Inc)
CONVERSION OF MERGER SUB MEMBER INTERESTS. At the Effective Time, by virtue of the Merger and without any action on the part of the Operating Partnership or Merger Sub, (i) each non-managing member interest in Merger Sub issued and outstanding immediately prior to the Effective Time shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor, and (ii) each managing member interest in Merger Sub issued and outstanding immediately prior to the Effective Time shall no longer be outstanding and shall automatically be cancelled and shall cease to exist, and no consideration shall be delivered in exchange therefor. Section 1.07.
Appears in 3 contracts
Samples: Agreement and Plan of Merger (Douglas Emmett Inc), Agreement and Plan of Merger (Douglas Emmett Inc), Agreement and Plan of Merger (Douglas Emmett Inc)