Common use of Effect on Equity Clause in Contracts

Effect on Equity. At the Effective Time, by virtue of the Merger and without any action on the part of any Person, the following shall occur: (a) each Class A Unit issued and outstanding immediately prior to the Effective Time shall be cancelled and extinguished and shall be converted into the right to receive an amount in cash, without interest, equal to the Per Class A Unit Merger Consideration, upon the terms set forth in this Agreement and as set forth on the Merger Consideration Schedule; (b) each Class B Unit issued and outstanding immediately prior to the Effective Time shall be cancelled and extinguished and shall be converted into the right to receive an amount in cash, without interest, equal to the Per Class B Unit Merger Consideration, upon the terms set forth in this Agreement and as set forth on the Merger Consideration Schedule; (c) each Series A Preferred Unit issued and outstanding immediately prior to the Effective Time shall be cancelled and extinguished and shall be converted into the right to receive an amount in cash, without interest, equal to the Per Series A Preferred Unit Merger Consideration, upon the terms set forth in this Agreement and as set forth on the Merger Consideration Schedule; (d) each Unit held immediately prior to the Effective Time by the Company in treasury, if any, shall be cancelled and no cash or other consideration shall be paid with respect thereto; (e) all Units when converted pursuant to this Section 2.2, will no longer be outstanding, and each former holder thereof will cease to have any rights with respect thereto, except the right to receive the payments described in this Section 2.2, without interest; and (f) all the Equity Interests of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for a validly issued Equity Interest of the Surviving Company, which shall be the only Equity Interests of the Surviving Company issued and outstanding immediately after the Effective Time.

Effect on Equity. At the Effective Time, by virtue of the Merger and without any action on the part of any Person, the following shall occur: (ar) each Class A Unit issued and outstanding immediately prior to the Effective Time shall be cancelled and extinguished and shall be converted into the right to receive an amount in cash, without interest, equal to the Per Class A Unit Merger Consideration, upon the terms set forth in this Agreement and as set forth on the Merger Consideration Schedule; (bs) each Class B Unit issued and outstanding immediately prior to the Effective Time shall be cancelled and extinguished and shall be converted into the right to receive an amount in cash, without interest, equal to the Per Class B Unit Merger Consideration, upon the terms set forth in this Agreement and as set forth on the Merger Consideration Schedule; (ct) each Series A Preferred Unit issued and outstanding immediately prior to the Effective Time shall be cancelled and extinguished and shall be converted into the right to receive an amount in cash, without interest, equal to the Per Series A Preferred Unit Merger Consideration, upon the terms set forth in this Agreement and as set forth on the Merger Consideration Schedule; (du) each Unit held immediately prior to the Effective Time by the Company in treasury, if any, shall be cancelled and no cash or other consideration shall be paid with respect thereto; (ev) all Units when converted pursuant to this Section 2.2, will no longer be outstanding, and each former holder thereof will cease to have any rights with respect thereto, except the right to receive the payments described in this Section 2.2, without interest; andand 157437977.10 (fw) all the Equity Interests of Merger Sub issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for a validly issued Equity Interest of the Surviving Company, which shall be the only Equity Interests of the Surviving Company issued and outstanding immediately after the Effective Time.