Common use of Effective Time and Second Effective Time Clause in Contracts

Effective Time and Second Effective Time. Subject to the provisions of this Agreement, at the Closing, the Company, Parent and Merger Sub I shall cause the Certificate of Merger to be executed, acknowledged and filed with the Secretary of State of the State of Delaware in accordance with the relevant provisions of the DGCL and shall make all other filings or recordings required under the DGCL. The First Merger shall become effective at such time as the Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later date or time as may be agreed by the Company and Parent in writing and specified in the Certificate of Merger in accordance with the DGCL (the effective time of the First Merger being referred to as the “Effective Time”). Promptly following the Effective Time, the Company, Parent and Merger Sub II shall cause the Second Certificate of Merger to be executed, acknowledged and filed with the Secretary of State of the State of Delaware in accordance with the relevant provisions of the DGCL and shall make all other filings or recordings required under the DGCL. The Second Merger shall become effective at such time as the Second Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such later date or time as may be agreed by the Company and Parent in writing and specified in the Second Certificate of Merger in accordance with the DGCL (the effective time of the Second Merger being referred to as the “Second Effective Time”).

Effective Time and Second Effective Time. Subject to the provisions of this Agreement, at : (a) As soon as practicable on the ClosingClosing Date, the Company, Parent and Merger Sub I parties shall cause the Certificate of Merger to be executed, acknowledged and filed consummated by filing with the Secretary of State of the State of Delaware a Certificate of Merger (the Certificate of Merger), duly executed and completed in accordance with the relevant provisions of the DGCL DGCL, and shall make all other filings or recordings required under the DGCLDGCL in order to give effect to the Merger. The First Merger shall become effective at upon the filing of the Certificate of Merger, unless a later time is agreed in writing by Parent and the Company and specified in the Certificate of Merger (such time as the Certificate of Merger has been duly filed becomes effective being the Effective Time). (b) Immediately following the Effective Time on the Closing Date, the parties shall cause the Second Merger to be consummated by filing with the Secretary of State of the State of Delaware or at such later date or time as may be agreed by the Company and Parent in writing and specified in the a Certificate of Merger in accordance with the DGCL (the effective time of the First Merger being referred to as the “Effective Time”). Promptly following the Effective Time, the Company, Parent and Merger Sub II shall cause the Second Certificate of Merger to be executedMerger), acknowledged duly executed and filed with the Secretary of State of the State of Delaware completed in accordance with the relevant provisions of the DGCL and the DLLCA, and shall make all other filings or recordings required under the DGCLDGCL and the DLLCA in order to give effect to the Second Merger. The Second Merger shall become effective at such time as upon the filing of the Second Certificate of Merger has been duly filed with the Secretary of State of the State of Delaware or at such Merger, unless a later date or time as may be is agreed in writing by Parent and the Company and Parent in writing and specified in the Second Certificate of Merger in accordance with the DGCL (the effective such time of as the Second Merger becomes effective being referred to as the “Second Effective Time”).