Common use of The Mergers Clause in Contracts

The Mergers. (a) Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL, at the First Effective Time, First Merger Sub shall be merged with and into the Company. As a result of the First Merger, the separate corporate existence of First Merger Sub shall cease, and the Company shall continue as the surviving corporation and as a wholly-owned subsidiary of Parent following the First Merger. The Company, as the surviving corporation after the First Merger, is sometimes referred to herein as the “First-Step Surviving Corporation.” (b) As part of a single integrated plan, at the Second Effective Time, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL and the DLLCA, the First-Step Surviving Corporation shall be merged with and into Second Merger Sub. As a result of the Second Merger, the separate corporate existence of the First-Step Surviving Corporation shall cease, and Second Merger Sub shall continue as the surviving entity and as a wholly-owned subsidiary of Parent following the Second Merger. The surviving entity after the Second Merger is sometimes referred to herein as the “Surviving Entity.”

The Mergers. (a) Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL, at the First Effective Time, First Merger Sub shall be merged with and into the Company. As a result of the First Merger, the separate corporate existence of First Merger Sub shall cease, and the Company shall continue as the surviving corporation and as a wholly-owned subsidiary of Parent the Buyer following the First Merger. The Company, as the surviving corporation after the First Merger, is sometimes referred to herein as the “First-Step Surviving Corporation.” (b) As part of a single integrated plan, at the Second Effective Time, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL and the DLLCADGCL, the First-Step Surviving Corporation shall be merged with and into Second Merger Sub. As a result of the Second Merger, the separate corporate existence of the First-Step Surviving Corporation shall cease, and Second Merger Sub shall continue as the surviving entity and as a wholly-owned subsidiary of Parent the Buyer following the Second Merger. The surviving entity after the Second Merger is sometimes referred to herein as the “Surviving Entity.”

The Mergers. (a) Upon Pursuant to the terms and subject to the conditions set forth in this Agreement, Agreement and in accordance with the applicable provisions of the DGCL, at the First Effective Time, First Merger Sub 1 shall be merged with and into the Company. As a result of the First Merger, the separate corporate existence of First Merger Sub 1 shall cease, thereupon cease and the Company shall will continue as the surviving corporation and as a wholly-owned subsidiary of Parent following in the First Merger. The Company, as the corporation surviving corporation after the First Merger, Merger is sometimes hereinafter referred to herein as the “First-Step First Surviving Corporation”.” (b) As part of a single integrated plan, at the Second Effective Time, upon Pursuant to the terms and subject to the conditions set forth in this Agreement, Agreement and in accordance with the applicable provisions of DGCL, at the DGCL and the DLLCASecond Effective Time, the First-Step First Surviving Corporation shall be merged with and into Second Merger Sub. As a result of the Second MergerSub 2, the separate corporate existence of the First-Step First Surviving Corporation shall cease, thereupon cease and Second the Merger Sub shall 2 will continue as the surviving entity and as a wholly-owned subsidiary of Parent following corporation in the Second Merger. The corporation surviving entity after the Second Merger is sometimes hereinafter referred to herein as the “Second Surviving EntityCorporation”.”

The Mergers. (a) Upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL, at the First Effective Time, First Merger Sub shall be merged with and into the Company. As a result of the First Merger, the separate corporate existence of First Merger Sub shall cease, and the Company shall continue as the surviving corporation and as a wholly-wholly owned subsidiary of Parent following the First Merger. The Company, as the surviving corporation after the First Merger, is sometimes referred to herein as the “First-Step Surviving Corporation.” (b) As part of a single integrated plan, at the Second Effective Time, upon the terms and subject to the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL and the DLLCA, the First-Step Surviving Corporation shall be merged with and into Second Merger Sub. As a result of the Second Merger, the separate corporate existence of the First-Step Surviving Corporation shall cease, and Second Merger Sub shall continue as the surviving entity and as a wholly-wholly owned subsidiary of Parent following the Second Merger. The surviving entity after the Second Merger is sometimes referred to herein as the “Surviving Entity.”

The Mergers. (a) Upon Pursuant to the terms and subject to the conditions set forth in of this Agreement, and in accordance with the applicable provisions of the DGCL, at the First Effective TimeTime (as defined below), the Company and Merger Sub 1 shall consummate the First Merger in accordance with the DGCL pursuant to which Merger Sub 1 shall be merged with and into the Company. As a result of the First Merger, Company and the separate corporate existence of Merger Sub 1 shall thereupon cease. The corporation surviving the First Merger Sub shall cease, and the Company shall continue as the surviving corporation and as a wholly-owned subsidiary of Parent following the First Merger. The Company, as the surviving corporation after the First Merger, is sometimes hereinafter referred to herein as the “First-Step First Surviving Corporation.” (b) As part of a single integrated plan, at the Second Effective Time, upon Pursuant to the terms and subject to the conditions set forth in of this Agreement, at the Second Effective Time (as defined below), the First Surviving Corporation and Merger Sub 2 shall consummate the Second Merger in accordance with the applicable provisions of DGCL pursuant to which the DGCL and the DLLCA, the First-Step First Surviving Corporation shall be merged with and into Second Merger Sub. As a result of the Second Merger, Sub 2 and the separate corporate existence of the First-Step First Surviving Corporation shall thereupon cease, and Second Merger Sub shall continue as the surviving entity and as a wholly-owned subsidiary of Parent following the Second Merger. The corporation surviving entity after the Second Merger is sometimes hereinafter referred to herein as the “Second Surviving EntityCorporation.”

The Mergers. (a) Upon At the Effective Time, upon the terms and subject to the satisfaction or valid waiver of the conditions set forth in this Agreement, and in accordance with the applicable provisions of the Delaware General Corporation Law (the “DGCL”), at the First Effective TimeClosing, First Merger Sub I shall be merged with and into the Company. As a result of the First Merger, whereupon the separate corporate existence of First Merger Sub I shall cease, and the Company shall continue its existence under Delaware law as the surviving corporation and as a wholly-owned subsidiary of Parent following in the First Merger. The Company, as the surviving corporation after the First Merger, is sometimes referred to herein as Merger (the “First-First Step Surviving Corporation”) and a wholly owned Subsidiary of Parent.” (b) As part of a single integrated plan, at as soon as practicable following the Second Effective Time, upon the terms and subject to the satisfaction or valid waiver of the conditions set forth in this Agreement, and in accordance with the applicable provisions of the DGCL and Delaware Limited Liability Company Act (the “DLLCA”), the First-First Step Surviving Corporation shall be merged with and into Second Merger Sub. As a result of the Second MergerSub II, whereupon the separate corporate existence of the First-First Step Surviving Corporation shall cease, and Second Merger Sub II shall continue as the surviving entity of the Second Merger and as a wholly-wholly owned subsidiary Subsidiary of Parent following Parent. Merger Sub II, as the surviving entity of the Second Merger. The surviving entity after the Second Merger , is sometimes referred to herein as the “Surviving EntityCompany.”