Common use of Effect of the Mergers Clause in Contracts

Effect of the Mergers. The Mergers shall have the effects set forth in this Agreement, the First Plan of Merger, the Second Plan of Merger and the applicable provisions of the Cayman Act. Without limiting the generality of the foregoing, and subject thereto, (a) at the First Effective Time, all the property, rights, privileges, agreements, powers and franchises, Liabilities and duties of Merger Sub 1 and SPAC shall become the property, rights, privileges, agreements, powers and franchises, Liabilities and duties of Surviving Entity 1 (including all rights and obligations with respect to the Trust Account), which shall include the assumption by Surviving Entity 1 of any and all agreements, covenants, duties and obligations of Merger Sub 1 and SPAC to be performed after the First Effective Time set forth in this Agreement and the other Transaction Documents to which Merger Sub 1 or SPAC is a party, and Surviving Entity 1 shall thereafter exist as a wholly owned subsidiary of the Company and the separate corporate existence of Merger Sub 1 shall cease to exist, and (b) at the Second Effective Time, all the property, rights, privileges, agreements, powers and franchises, Liabilities, and duties of Surviving Entity 1 and Merger Sub 2 shall become the property, rights, privileges, agreements, powers and franchises, Liabilities and duties of Surviving Entity 2, which shall include the assumption by Surviving Entity 2 of any and all agreements, covenants, duties and obligations of Surviving Entity 1 and Merger Sub 2 to be performed after the Second Effective Time set forth in this Agreement and the other Transaction Documents to which Surviving Entity 1 or Merger Sub 2 is a party, and Surviving Entity 2 shall thereafter exist as a wholly owned subsidiary of the Company and the separate corporate existence of Surviving Entity 1 shall cease to exist.

Effect of the Mergers. The Mergers shall have the effects set forth in this Agreement, the First Plan of Merger, the Second Plan of Merger and the applicable provisions of the Cayman Act. Without limiting the generality of the foregoing, and subject thereto, (a) at the First Effective Time, all the property, rights, privileges, agreements, powers and franchises, Liabilities and duties of Merger Sub 1 and SPAC shall become the property, rights, privileges, agreements, powers and franchises, Liabilities and duties of Surviving Entity 1 (including all rights and obligations with respect to the Trust Account), which shall include the assumption by Surviving Entity 1 of any and all agreements, covenants, duties and obligations of Merger Sub 1 and SPAC to be performed after the First Effective Time set forth in this Agreement and the other Transaction Documents to which Merger Sub 1 or SPAC is a party, and Surviving Entity 1 shall thereafter exist as a wholly owned subsidiary Subsidiary of the Company and the separate corporate existence of Merger Sub 1 shall cease to exist, and (b) at the Second Effective Time, all the property, rights, privileges, agreements, powers and franchises, Liabilities, and duties of Surviving Entity 1 and Merger Sub 2 shall become the property, rights, privileges, agreements, powers and franchises, Liabilities and duties of Surviving Entity 2, which shall include the assumption by Surviving Entity 2 of any and all agreements, covenants, duties and obligations of Surviving Entity 1 and Merger Sub 2 to be performed after the Second Effective Time set forth in this Agreement and the other Transaction Documents to which Surviving Entity 1 or Merger Sub 2 is a party, and Surviving Entity 2 shall thereafter exist as a wholly owned subsidiary Subsidiary of the Company and the separate corporate existence of Surviving Entity 1 shall cease to exist.

Effect of the Mergers. The effect of the Mergers shall have the effects set forth be as provided in this Agreement, the First Plan of First Merger, the Second Plan of Second Merger and the applicable provisions of the Cayman Act. Without limiting the generality of the foregoing, and subject thereto, (ai) at the First Merger Effective Time, all of the property, rights, privileges, agreements, powers and franchises, Liabilities debts, liabilities, duties and duties obligations of Merger Sub 1 I and SPAC shall become the property, rights, privileges, agreements, powers and franchises, Liabilities and debts, liabilities, duties of Surviving Entity 1 (including all rights and obligations with respect to of the Trust Account)Surviving Entity, which shall include the assumption by the Surviving Entity 1 of any and all agreements, covenants, duties and obligations of Merger Sub 1 I and SPAC to be performed after the First Effective Time set forth in this Agreement (and the other Transaction Documents to which Merger Sub 1 I or SPAC is a party) to be performed after the First Merger Effective Time, and the Surviving Entity 1 shall thereafter exist as a wholly owned subsidiary Subsidiary of the Company and the separate corporate existence of Merger Sub 1 I shall cease to exist, and (bii) at the Second Merger Effective Time, all of the property, rights, privileges, agreements, powers and franchises, Liabilitiesdebts, liabilities, duties and duties obligations of the Surviving Entity 1 and Merger Sub 2 II shall become the property, rights, privileges, agreements, powers and franchises, Liabilities debts, liabilities, duties and duties obligations of the Surviving Entity 2Company, which shall include the assumption by the Surviving Entity 2 Company of any and all agreements, covenants, duties and obligations of the Surviving Entity 1 and Merger Sub 2 to be performed after the Second Effective Time II set forth in this Agreement (and the other Transaction Documents to which the Surviving Entity 1 or Merger Sub 2 II is a party) to be performed after the Second Merger Effective Time, and the Surviving Entity 2 Company shall thereafter exist as a wholly owned subsidiary Subsidiary of the Company and the separate corporate existence of the Surviving Entity 1 shall cease to exist.

Effect of the Mergers. The Mergers At the First Effective Time, the effect of the First Merger shall have the effects set forth be as provided in this Agreement, the First Plan of Merger, the Second Plan Certificate of Merger and the applicable provisions of the Cayman ActDGCL. Without limiting the generality of the foregoing, and subject thereto, (a) at the First Effective Time, all the property, rights, privileges, agreements, powers and franchises, Liabilities debts, liabilities, duties and duties obligations of the Company and Merger Sub 1 and SPAC shall become the property, rights, privileges, agreements, powers and franchises, Liabilities and debts, liabilities, duties of Surviving Entity 1 (including all rights and obligations with respect to of the Trust Account)Surviving Corporation, which shall include the assumption by the Surviving Entity 1 Corporation of any and all agreements, covenants, duties and obligations of the Company and the Merger Sub 1 and SPAC set forth in this Agreement to be performed after the First Effective Time set forth in this Agreement and the other Transaction Documents to which Closing. Merger Sub 1 or SPAC is a partywill be merged with and into the Company, and Surviving Entity 1 shall thereafter exist as a wholly owned subsidiary of the Company and the separate corporate existence of Merger Sub 1 shall cease to existwill cease, and (b) the Surviving Corporation will become a direct wholly-owned subsidiary of PubCo, all as provided under the DGCL and the provisions of this Agreement. At the Second Effective Time, the effect of the Second Merger shall be as provided in this Agreement, the Second Certificate of Merger and the applicable provisions of the DGCL and the DLLCA. Without limiting the generality of the foregoing, and subject thereto, at the Second Effective Time, all the property, rights, privileges, agreements, powers and franchises, Liabilitiesdebts, liabilities, duties and duties obligations of the Surviving Entity 1 Corporation and Merger Sub 2 II shall become the property, rights, privileges, agreements, powers and franchises, Liabilities debts, liabilities, duties and duties obligations of the Surviving Entity 2Entity, which shall include the assumption by the Surviving Entity 2 of any and all agreements, covenants, duties and obligations of Surviving Entity 1 the Company and the Merger Sub 2 set forth in this Agreement to be performed after the Second Effective Time set forth in this Agreement Closing. The Surviving Corporation will be merged with and the other Transaction Documents to which Surviving Entity 1 or into Merger Sub 2 is a partyII, and Surviving Entity 2 shall thereafter exist as a wholly owned subsidiary of the Company and the separate corporate existence of the Surviving Corporation will cease, and the Surviving Entity 1 shall cease to existwill become a direct wholly-owned subsidiary of PubCo, all as provided under the DGCL and the DLLCA and the provisions of this Agreement.