Common use of Effects of the First Merger Clause in Contracts

Effects of the First Merger. At and upon the Effective Time of the First Merger: (a) the separate existence of Merger Sub One shall cease and Merger Sub One shall be merged with and into the Company, and the Company shall be the surviving corporation of the First Merger pursuant to the terms of this Agreement and the Certificate of Merger for the First Merger; (b) the Certificate of Incorporation of the Company shall be amended in its entirety to read as set forth in the Certificate of Merger for the First Merger; (c) the Bylaws of Merger Sub One shall continue unchanged and be adopted as the Bylaws of the Company in accordance with Delaware Law; (d) the officers of Merger Sub One immediately prior to the Effective Time of the First Merger shall continue to be officers of the Company immediately after the Effective Time of the First Merger until their respective successors are duly appointed; (e) the members of the Board of Directors of Merger Sub One immediately prior to the Effective Time of the First Merger shall continue to be the members of the Board of Directors of the Company immediately after the Effective Time of the First Merger until their respective successors are duly elected or appointed and qualified; and (f) the First Merger shall, from and after the Effective Time of the First Merger, have all of the effects provided by Delaware Law.

Effects of the First Merger. At and upon the Effective Time of the First Merger: (a) the separate existence of Car Merger Sub One shall cease and Car Merger Sub One shall be merged with and into the Company, and the Company shall be the surviving corporation of the First Merger pursuant to the terms of this Agreement and the Certificate of Merger for the First Merger; (b) the Certificate of Incorporation of the Company shall be amended in its entirety to read as set forth in the Certificate of Merger for the First Merger; (c) the Bylaws of Car Merger Sub One shall continue unchanged and be adopted as the Bylaws of the Company in accordance with Delaware Law; (d) the officers of Car Merger Sub One immediately prior to the Effective Time of the First Merger shall continue to be officers of the Company immediately after the Effective Time of the First Merger until their respective successors are duly appointed; (e) the members of the Board of Directors of Car Merger Sub One immediately prior to the Effective Time of the First Merger shall continue to be the members of the Board of Directors of the Company immediately after the Effective Time of the First Merger until their respective successors are duly elected or appointed and qualified; and (f) the First Merger shall, from and after the Effective Time of the First Merger, have all of the effects provided by Delaware Law.