Common use of Effective Times Clause in Contracts

Effective Times. Subject to the provisions of this Agreement, on the Closing Date: (i) the applicable parties shall file a certificate of merger relating to the Holdings Reorganization Merger as contemplated by the DLLCA and the DRULPA (the “Certificate of Holdings Reorganization Merger”); (ii) the applicable parties shall file a certificate of merger relating to the Corporate Merger as contemplated by the DGCL (the “Certificate of Corporate Merger”); and (iii) the applicable parties shall file a certificate of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” and, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates of Merger”); in each case with the Secretary of State of the State of Delaware (the “Secretary of State”), in such form as required by, and executed in accordance with, the DGCL, the DLLCA and the DRULPA, as applicable. The Corporate Merger and the Holdings Merger shall become effective at the same time, concurrently when the Certificate of Corporate Merger and the Certificate of Holdings Merger have been duly filed with the Secretary of State or at such other time(s) as the parties shall agree in writing and specify in the Certificate of Corporate Merger and Certificate of Holdings Merger in accordance with the DGCL and the DLLCA (the “Effective Time”). The Holdings Reorganization Merger shall become effective immediately prior to the Effective Time, when the Certificate of Holdings Reorganization Merger has been duly filed with the Secretary of State or at such other time as the parties shall agree in writing and specify in the Certificate of Holdings Reorganization Merger in accordance with the DLLCA and DRULPA (the “Holdings Reorganization Effective Time”).

Effective Times. Subject to the provisions of this Agreement, as soon as practicable on the Closing Date: (i) , the applicable parties shall file a certificate of merger relating cause the Mergers to be consummated in the Holdings Reorganization Merger as contemplated following order by the DLLCA and the DRULPA (the “Certificate of Holdings Reorganization Merger”); (iia) the applicable parties shall file a certificate of merger relating to the Corporate Merger as contemplated by the DGCL (the “Certificate of Corporate Merger”); and (iii) the applicable parties shall file a certificate of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” and, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates of Merger”); in each case first filing with the Secretary of State of the State of Delaware a Certificate of Merger (the “Secretary Copper First Certificate of StateMerger”)) with respect to the Copper First Merger, duly executed and completed in such form as required byaccordance with the relevant provisions of the DLLCA and DRULPA, and executed in accordance with, the DGCL, shall make all other filings or recordings required under the DLLCA and the DRULPA (the time at which the Copper First Merger becomes effective, the “First Effective Time”), (b) second filing with the Secretary of State of the State of Delaware a Certificate of Merger (the “Copper Second Certificate of Merger”) with respect to the Copper Second Merger, duly executed and completed in accordance with the relevant provisions of the DGCL and DRULPA, as applicable. The Corporate Merger and shall make all other filings or recordings required under the DGCL and the Holdings DRULPA (the time at which the Copper Second Merger becomes effective, the “Second Effective Time”) and (c) third filing with the Secretary of State of the State of Delaware a Certificate of Merger (the “Steel Certificate of Merger”) with respect to the Steel Merger, duly executed and completed in accordance with the relevant provisions of the DGCL, and shall make all other filings or recordings required under the DGCL (the time at which the Steel Merger becomes effective, the “Closing Effective Time”). Each Merger shall become effective at the same time, concurrently time when the applicable Certificate of Corporate Merger and the Certificate of Holdings Merger have been duly filed with the Secretary of State or at such other time(s) as the parties shall agree in writing and specify in the Certificate of Corporate Merger and Certificate of Holdings Merger in accordance with the DGCL and the DLLCA (the “Effective Time”). The Holdings Reorganization Merger shall become effective immediately prior to the Effective Time, when the Certificate of Holdings Reorganization Merger has been duly filed with the Secretary of State of the State of Delaware or at such other later time as may be mutually agreed by the parties shall agree in writing and specify specified in the applicable Certificate of Holdings Reorganization Merger in accordance with Merger; provided, that the DLLCA First Effective Time and DRULPA (the “Holdings Reorganization Second Effective Time must be prior to Closing Effective Time”).

Effective Times. Subject On the Closing Date, subject to the provisions payment by Buyer of the consideration required to be paid by Buyer at the Closing pursuant to this Agreement, on the Closing Date: (i) Parties will cause the applicable parties shall file First Merger to be consummated by filing a certificate of merger relating merger, in a form mutually agreeable to the Holdings Reorganization Merger as contemplated by the DLLCA Buyer and the DRULPA Company (the “First Certificate of Holdings Reorganization Merger”); (ii) the applicable parties shall file a certificate of merger relating to the Corporate Merger as contemplated by the DGCL (the “Certificate of Corporate Merger”); and (iii) the applicable parties shall file a certificate of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” and, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates of Merger”); in each case , to be properly executed and filed with the Secretary of State of the State of Delaware (in accordance with the “terms and conditions of the DGCL and with the Secretary of State”), in such form as required by, and executed State of the State of New Jersey in accordance with, with the DGCL, terms and conditions of the DLLCA NJBCA and will take all such other actions as may be required by Applicable Laws to make the DRULPA, First Merger effective as applicablepromptly as practicable. The Corporate First Merger and the Holdings Merger shall will become effective at the same time, concurrently when time that the First Certificate of Corporate Merger is accepted for filing by both the Secretary of State of the State of Delaware and the Secretary of State of the State of New Jersey, or at such later date and time as is specified in the First Certificate of Holdings Merger have been duly (such time and date being referred to herein as the “First Effective Time”). Immediately following the filing of the First Certificate of Merger, Merger Sub 2 shall cause a certificate of merger with respect to the Second Merger (the “Second Certificate of Merger” and, together with the First Certificate of Merger, the “Certificates of Merger”) to be filed with the Secretary of State or at such other time(s) as of the parties shall agree in writing and specify in the Certificate State of Corporate Merger and Certificate of Holdings Merger Delaware in accordance with the DGCL terms and conditions of the DLLCA and with the Secretary of State of the State of New Jersey in accordance with the terms and conditions of the NJBCA and will take all such other actions as may be required by Applicable Laws to make the Second Merger effective as promptly as practicable. The Second Merger will become effective at the time that the Second Certificate of Merger is accepted for filing by both the Secretary of State of the State of Delaware and the DLLCA Secretary of State of the State of New Jersey, or at such later date and time as is specified in the Second Certificate of Merger (such time and date being referred to herein as the “Second Effective Time”). The Holdings Reorganization Merger First Effective Time shall become effective immediately prior to precede in all events the Second Effective Time, when the Certificate of Holdings Reorganization Merger has been duly filed with the Secretary of State or at such other time as the parties shall agree in writing and specify in the Certificate of Holdings Reorganization Merger in accordance with the DLLCA and DRULPA (the “Holdings Reorganization Effective Time”).

Effective Times. Subject On the terms and subject to the provisions of this Agreementconditions set forth herein, on at the Closing Date: (i) Closing, NewCo and Merger Sub 1 shall cause the applicable parties shall file a First Merger to be consummated by filing the certificate of merger relating to in substantially the Holdings Reorganization Merger as contemplated by the DLLCA and the DRULPA form of Exhibit N attached hereto (the “First Certificate of Holdings Reorganization Merger”); (ii) the applicable parties shall file a certificate of merger relating to the Corporate Merger as contemplated by the DGCL (the “Certificate of Corporate Merger”); and (iii) the applicable parties shall file a certificate of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” and, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates of Merger”); in each case ) with the Secretary of State of the State of Delaware in accordance with the applicable provisions of the DGCL, and the time of such filing, or such later time as may be agreed in writing by NewCo and Acquiror and specified in the First Certificate of Merger, will be the effective time of and constitute the consummation of the First Merger (the “Secretary of StateFirst Effective Time”), in such form as required by, and executed in accordance with. Immediately following the consummation of the First Merger, the DGCLSurviving Corporation and Merger Sub 2 shall cause the Second Merger to be consummated by filing the certificate of merger in substantially the form of Exhibit O attached hereto (the “Second Certificate of Merger” and together with the First Certificate of Merger, the DLLCA and the DRULPA, as applicable. The Corporate Merger and the Holdings Merger shall become effective at the same time, concurrently when the Certificate “Certificates of Corporate Merger and the Certificate of Holdings Merger have been duly filed Merger”) with the Secretary of State or at such other time(s) as of the parties shall agree in writing and specify in the Certificate State of Corporate Merger and Certificate of Holdings Merger Delaware, in accordance with the applicable provisions of the DGCL and DLLCA, and the DLLCA time of such filing, or such later time as may be agreed in writing by NewCo and Acquiror and specified in the Second Certificate of Merger, will be the effective time of and constitute the consummation of the Second Merger (the “Second Effective Time”). The Holdings Reorganization Merger shall become effective immediately prior to At the Effective TimeClosing, when substantially simultaneously with the filing of the First Certificate of Holdings Reorganization Merger has been duly filed Merger, Acquiror shall amend and restate the certificate of incorporation of Acquiror by filing, at such time, the Acquiror Charter with the Secretary of State or at such other time as of the parties shall agree in writing and specify in the Certificate State of Holdings Reorganization Merger Delaware in accordance with the DLLCA and DRULPA (applicable provisions of the “Holdings Reorganization DGCL, which Acquiror Charter shall be effective as of the Effective Time”).

Effective Times. Subject to the provisions of this Agreement, on On the Closing Date: (i) , the applicable parties Company and Merger Sub shall file a certificate with the Secretary of State of the State of North Carolina articles of merger relating or other appropriate documents (in any such case, the “First Articles of Merger”) duly executed in accordance with, and containing such information as is required by, Section 55-11-05 of the NCBCA and shall make all other filings or recordings required under the NCBCA to effectuate the Holdings Reorganization First Merger. The First Merger shall become effective at such time as contemplated the First Articles of Merger are duly filed with such Secretary of State, or at such other time as Parent and the Company shall agree and specify in the First Articles of Merger (the time the First Merger becomes effective being the “First Effective Time”). Immediately following the receipt by the DLLCA and parties hereto of a copy of the DRULPA (the “Certificate file-stamped First Articles of Holdings Reorganization Merger”); (ii) the applicable parties shall file a certificate of merger relating to the Corporate Merger as contemplated by the DGCL (the “Certificate of Corporate Merger”); and (iii) the applicable parties shall file a certificate of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” and, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates of Merger”); in each case Surviving Corporation and Merger LLC shall file with the Secretary of State of the State of Delaware articles of merger or other appropriate documents (in any such case, the “Secretary DE Articles of StateMerger”), in such form as required by, and ) duly executed in accordance with, the DGCLand containing such information as is required by, Section 18-209 of the DLLCA and shall make all other filings or recordings required under the DRULPADLLCA to effectuate the Second Merger. Immediately following the receipt by the parties hereto of a copy of the file-stamped DE Articles of Merger, the Surviving Corporation and Merger LLC shall file with the Secretary of State of the State of North Carolina articles of merger or other appropriate documents (in any such case and together with the DE Articles of Merger, the “Second Articles of Merger ” and, together with the First Articles of Merger, the “Articles of Merger”) duly executed in accordance with, and containing such information as applicableis required by, Section 55-11-05 of the NCBCA and shall make all other filings or recordings required under the NCBCA to effectuate the Second Merger. The Corporate Merger and the Holdings Second Merger shall become effective at such time as the same time, concurrently when the Certificate Second Articles of Corporate Merger and the Certificate of Holdings Merger have been are duly filed with the Secretary such Secretaries of State or at such other time(s) as the parties shall agree in writing and specify in the Certificate of Corporate Merger and Certificate of Holdings Merger in accordance with the DGCL and the DLLCA (the “Effective Time”). The Holdings Reorganization Merger shall become effective immediately prior to the Effective TimeState, when the Certificate of Holdings Reorganization Merger has been duly filed with the Secretary of State or at such other time as Parent and the parties Company shall agree in writing and specify in the Certificate Second Articles of Holdings Reorganization Merger in accordance with the DLLCA and DRULPA (the time the Second Merger becomes effective being the “Holdings Reorganization Second Effective Time”).

Effective Times. Subject to the provisions of this Agreement, on (a) On the Closing Date, each of the following filings shall be made in the following order: (i) the applicable parties nCino and nCino Merger Sub shall file execute and file, or cause to be filed, a certificate of merger relating to the Holdings Reorganization Merger as contemplated by the DLLCA and the DRULPA (the “nCino Certificate of Holdings Reorganization Merger”); , in accordance with the relevant provisions of the DGCL, with the Delaware Secretary of State and make all other filings or recordings required by the DGCL in connection with the nCino Merger, (ii) immediately following the applicable parties filing of the nCino Certificate of Merger, (A) Blocker 1 and Blocker 1 Merger Sub shall file execute and file, or cause to be filed, a certificate of merger relating to (the Corporate Merger as contemplated “Blocker 1 Certificate of Merger”), in accordance with the relevant provisions of the DGCL, with the Delaware Secretary of State and make all other filings or recordings required by the DGCL in connection with the Blocker 1 Merger, (B) Blocker 2 and Blocker 2 Merger Sub shall execute and file, or cause to be filed, a certificate of merger (the “Blocker 2 Certificate of Corporate Merger”); , in accordance with the relevant provisions of the DGCL, with the Delaware Secretary of State and make all other filings or recordings required by the DGCL in connection with the Blocker 2 Merger, (C) Blocker 3 and Blocker 3 Merger Sub shall execute and file, or cause to be filed, a certificate of merger (the “Blocker 3 Certificate of Merger”), in accordance with the relevant provisions of the DGCL, with the Delaware Secretary of State and make all other filings or recordings required by the DGCL in connection with the Blocker 3 Merger, and (D) Blocker 4 and Blocker 4 Merger Sub shall execute and file, or cause to be filed, a certificate of merger (the “Blocker 4 Certificate of Merger”), in accordance with the relevant provisions of the DGCL, with the Delaware Secretary of State and make all other filings or recordings required by the DGCL in connection with the Blocker 4 Merger, and (iii) immediately following the applicable parties filing of the nCino Certificate of Merger, the Blocker 1 Certificate of Merger, the Blocker 2 Certificate of Merger, the Blocker 3 Certificate of Merger and the Blocker 4 Certificate of Merger, the Company and Company Merger Sub shall file execute and file, or cause to be filed, a certificate statement of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” and, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates Company Statement of Merger”); in each case ) with the Secretary Division of State Corporations and Commercial Code of the State of Delaware Utah (the “Secretary of StateUtah Division”), in such form as required by, and executed in accordance with, the DGCL, the DLLCA and the DRULPA, as applicable. The Corporate Merger and the Holdings Merger shall become effective at the same time, concurrently when the Certificate of Corporate Merger and the Certificate of Holdings Merger have been duly filed with the Secretary of State or at such other time(s) as the parties shall agree in writing and specify in the Certificate of Corporate Merger and Certificate of Holdings Merger in accordance with the DGCL relevant provisions of the URULLCA and shall make all other filings or recordings required by the DLLCA (the “Effective Time”). The Holdings Reorganization Merger shall become effective immediately prior to the Effective Time, when the Certificate of Holdings Reorganization Merger has been duly filed URULLCA in connection with the Secretary of State or at such other time as the parties shall agree in writing and specify in the Certificate of Holdings Reorganization Merger in accordance with the DLLCA and DRULPA (the “Holdings Reorganization Effective Time”)Company Merger.

Effective Times. Subject to the provisions of this Agreement, on as soon as practicable at the Closing Date: (i) Closing, the applicable parties shall file a certificate of merger relating cause the Mergers to be consummated by filing substantially simultaneously, but in any event in the Holdings Reorganization Merger as contemplated by the DLLCA and the DRULPA (the “Certificate of Holdings Reorganization Merger”); (ii) the applicable parties shall file a certificate of merger relating to the Corporate Merger as contemplated by the DGCL (the “Certificate of Corporate Merger”); and (iii) the applicable parties shall file a certificate of merger relating to the Holdings Merger as contemplated by the DLLCA (the “Certificate of Holdings Merger” andfollowing order, together with the Certificate of Holdings Reorganization Merger and the Certificate of Corporate Merger, the “Certificates of Merger”); in each case with the Secretary of State of the State of Delaware (i) first, a certificate of merger with respect to Merger 1 (the “Secretary Merger 1 Certificate of StateMerger”), in such form as required by, and ) executed in accordance with, with the DGCL, relevant provisions of the DLLCA DGCL and the DRULPA, (ii) second, a certificate of merger with respect to Merger 2 (the “Merger 2 Certificate of Merger”) executed in accordance with the relevant provisions of the DGCL and (iii) third, if there is no Threshold Cash Increase and Merger 3 is to be consummated as applicable. The Corporate described in Section 2.2(c) above, a certificate of merger with respect to Merger 3 (the “Merger 3 Certificate of Merger” and together with the Merger 1 Certificate of Merger and the Holdings Merger 2 Certificate of Merger, the “Certificates of Merger”) executed in accordance with the relevant provisions of the DGCL. Subject to the provisions of this Agreement, as soon as practicable at the Closing, the parties shall make all other filings or recordings required under the DGCL and the DRULPA with respect to Merger 1, Merger 2 and, if applicable, Merger 3. Merger 1 shall become effective at such time as the same time, concurrently when the Merger 1 Certificate of Corporate Merger and the Certificate of Holdings Merger have been is duly filed with the Secretary of State of the State of Delaware, or at such other time(s) time as Parent and the parties Partnership shall agree in writing and shall specify in the Merger 1 Certificate of Corporate Merger and Certificate of Holdings Merger in accordance with the DGCL and the DLLCA (the time Merger 1 becomes effective being the “Merger 1 Effective Time”). The Holdings Reorganization Merger 2 shall become effective immediately prior to at such time as the Effective Time, when the Merger 2 Certificate of Holdings Reorganization Merger has been is duly filed with the Secretary of State of the State of Delaware, or at such other time as Parent and the parties Partnership shall agree in writing and shall specify in the Merger 2 Certificate of Holdings Reorganization Merger in accordance with the DLLCA and DRULPA (the time Merger 2 becomes effective being the “Holdings Reorganization Merger 2 Effective Time”). If applicable, Merger 3 shall become effective at such time as the Merger 3 Certificate of Merger is duly filed with the Secretary of State of the State of Delaware, or at such other time as Parent and the Partnership shall agree and shall specify in the Merger 3 Certificate of Merger (the time Merger 3 becomes effective being the “Merger 3 Effective Time”, and together with the Merger 1 Effective Time and the Merger 2 Effective Time, the “Effective Times”).