Common use of The Second Merger Clause in Contracts

The Second Merger. (a) Subject to the terms and conditions of this Agreement, in accordance with the MGCL and the Delaware General Corporate Law (“DGCL”), at the Second Effective Time, the Surviving Company shall merge with and into GBDC, and the separate corporate existence of the Surviving Company shall cease. GBDC shall be the surviving company in the Second Merger and shall continue its existence as a corporation under the Laws of the State of Delaware. The Second Merger shall become effective (the “Second Effective Time”) as set forth in (i) the articles of merger with respect to the Second Merger (the “Second Articles of Merger”) that GBDC shall file with the SDAT and (ii) the certificate of ownership and merger with respect to the Second Merger (the “Certificate of Merger”) that GBDC shall file with the Secretary of State of the State of Delaware (the “DE SOS”), it being understood that GBDC and the Surviving Company shall cause the Second Effective Time to occur immediately following the Effective Time. At and after the Second Effective Time, the Second Merger shall have the effects set forth in the MGCL and the DGCL. (b) At the Second Effective Time, by virtue of the Second Merger and without any action on the part of GBDC or the Surviving Company or the holder of any of the following securities, (i) each share of common stock of the Surviving Company issued and outstanding as of immediately prior to the Second Effective Time shall cease to exist, and no consideration shall be exchanged therefor and (ii) each share of GBDC Common Stock issued and outstanding immediately prior to the Second Effective Time shall remain outstanding as an identical share of GBDC Common Stock.

The Second Merger. (a) Subject to the terms and conditions of this Agreement, in accordance with the MGCL and the Delaware General Corporate Law (“DGCL”), at the Second Effective Time, the Surviving Company shall merge with and into GBDC, GSBD and the separate corporate existence of the Surviving Company shall cease. GBDC GSBD shall be the surviving company in the Second Merger and shall continue its existence as a corporation under the Laws of the State of Delaware. The Second Merger shall become effective as set forth in the certificate of merger (the “Second Certificate of Merger”) that GSBD shall file with the DE SOS on the Closing Date (the “Second Effective Time”) as set forth in (i) the articles of merger with respect to the Second Merger (the “Second Articles of Merger”) that GBDC shall file with the SDAT and (ii) the certificate of ownership and merger with respect to the Second Merger (the “Certificate of Merger”) that GBDC shall file with the Secretary of State of the State of Delaware (the “DE SOS”), it being understood that GBDC the GSBD and the Surviving Company shall cause the Second Effective Time to occur immediately following the Effective TimeTerminations. At and after the Second Effective Time, the Second Merger shall have the effects set forth in the MGCL and the DGCL. (b) At the Second Effective Time, by virtue of the Second Merger and without any action on the part of GBDC GSBD or the Surviving Company or the holder of any of the following securities, : (i) each Each share of common stock of the Surviving Company issued and outstanding as of immediately prior to the Second Effective Time shall be cancelled and shall cease to exist, and no consideration shall be exchanged therefor and therefor. (ii) each Each share of GBDC GSBD Common Stock issued and outstanding immediately prior to the Second Effective Time shall remain outstanding as an identical a share of GBDC GSBD Common Stock.

The Second Merger. (a) Subject to the terms and conditions of this Agreement, in accordance with the MGCL and the Delaware General Corporate Law (“DGCL”)MGCL, at the Second Effective Time, the Surviving Company shall merge with and into GBDCOTF, and the separate corporate existence of the Surviving Company shall cease. GBDC OTF shall be the surviving company in the Second Merger and shall continue its existence as a corporation under the Laws of the State of DelawareMaryland. The Second Merger shall become effective (the “Second Effective Time”) as set forth in (i) the articles of merger with respect to the Second Merger (the “Second Articles of Merger”) that GBDC OTF and the Surviving Company shall file with the SDAT and (ii) the certificate of ownership and merger with respect to the Second Merger (the “Certificate of Merger”) that GBDC shall file with the Secretary of State of the State of Delaware (the “DE SOS”), it being understood that GBDC OTF and the Surviving Company shall cause the Second Effective Time to occur immediately following the Effective Time. At and after the Second Effective Time, the Second Merger shall have the effects set forth in the MGCL and the DGCLMGCL. (b) At the Second Effective Time, by virtue of the Second Merger and without any action on the part of GBDC OTF or the Surviving Company or the holder of any of the following securities, (i) each share of common stock of the Surviving Company issued and outstanding as of immediately prior to the Second Effective Time shall cease to exist, and no consideration shall be exchanged therefor and (ii) each share of GBDC OTF Common Stock issued and outstanding immediately prior to the Second Effective Time shall remain outstanding as an identical share of GBDC OTF Common Stock.