Common use of Treatment of Company Common Stock Clause in Contracts

Treatment of Company Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the Parties or holders of any securities of the Company or of Merger Sub each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than any Cancelled Shares) shall be automatically converted into the right to receive 2.6719 Parent Common Shares (the “Exchange Ratio” and the Parent Common Shares issuable per share of Company Common Stock pursuant to this Section 2.1(a), together with the Fractional Share Consideration, the “Merger Consideration”), subject to the provisions of this Article II. From and after the Effective Time, all such shares of Company Common Stock shall no longer be outstanding, shall be automatically cancelled and shall cease to exist, and each applicable holder of such Company Common Stock shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration per share of Company Common Stock upon the surrender of such shares of Company Common Stock in accordance with Section 2.2, including the right to receive, pursuant to Section 2.6, cash in lieu of a fractional Parent Common Share, if any, into which such shares of Company Common Stock have been converted pursuant to this Section 2.1(a) (the “Fractional Share Consideration”), together with the amounts, if any, payable pursuant to Section 2.2(f).

Treatment of Company Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the Parties or holders of any securities of the Company or of Merger Sub Sub, subject to any applicable withholding Tax, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than any Cancelled Shares and any Converted Shares) shall be automatically converted into the right to receive 2.6719 0.5533 shares of Class A common stock, par value $0.001 per share, of Parent (“Parent Class A Common Shares (the “Exchange Ratio” and the Parent Common Shares issuable per share of Company Common Stock pursuant to this Section 2.1(aStock”), together with the Fractional Share Consideration, without interest (the “Merger Consideration”), subject to the provisions of in accordance with this Article II. From and after the Effective Time, all such shares of Company Common Stock shall no longer be outstanding, outstanding and shall automatically be automatically cancelled and shall cease to exist, and each applicable holder of such Company Common Stock shall cease to have any rights with respect thereto, except the right to receive the applicable portion of Merger Consideration per share of Company Common Stock therefor upon the surrender of such shares of Company Common Stock in accordance with Section 2.2, including the right to receive, pursuant to Section 2.62.5, cash in lieu of a fractional shares of Parent Class A Common ShareStock, if any, into which such shares of Company Common Stock have been converted pursuant to this Section 2.1(a) (the “Fractional Share Consideration”), together with the amounts, if any, payable pursuant to Section 2.2(f).

Treatment of Company Common Stock. At the Effective Time, by virtue of the Merger and without any action on the part of the Parties or holders of any securities of the Company or of Merger Sub Sub, subject to Section 2.1(d) and any applicable withholding Tax, each share of Company Common Stock issued and outstanding immediately prior to the Effective Time (other than any Cancelled SharesCompany Shares to be cancelled in accordance with Section 2.1(b)) shall be automatically converted into the right to receive 2.6719 Parent Common Shares 2.076843 (the “Exchange Ratio” ”) fully paid and the non-assessable Parent Common Shares issuable per share of Company Common Stock pursuant to this Section 2.1(a), together with the Fractional Share Consideration, (the “Merger Consideration”). For the avoidance of doubt, subject to the provisions Exchange Ratio and the Merger Consideration do not take into account the effects of this Article IIthe Consolidation. From and after the Effective Time, all such shares of Company Common Stock Shares shall no longer be outstanding, outstanding and shall automatically be automatically cancelled and shall cease to exist, and each applicable holder of such Company Common Stock Shares shall cease to have any rights with respect thereto, except the right to receive the Merger Consideration per share of Company Common Stock therefor upon the surrender of such shares of Company Common Stock Shares in accordance with Section 2.2, including the right to receive, pursuant to Section 2.62.5, cash in lieu of a fractional Parent Common ShareShares, if any, into which such shares of Company Common Stock Shares have been converted pursuant to this Section 2.1(a) (the “Fractional Share Consideration”), together with the amounts, if any, payable pursuant to Section 2.2(f).