Common use of Effective Times Clause in Contracts

Effective Times. (a) At or promptly following the Closing on the Closing Date, the Company and Parent will cause a Certificate of Merger (the “Certificate of First Merger”) to be duly executed, acknowledged and filed with the Secretary of State of the State of Delaware as provided in Section 251 of the DGCL, and make any other filings, recordings or publications required to be made by the Company or Merger Sub 1 under the DGCL. The First Merger shall become effective at the time when the Certificate of First 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 First Merger (the “Effective Time”). (b) Immediately following the Effective Time, the Surviving Corporation and Parent will cause a Certificate of Merger (the “Certificate of Second Merger”) to be duly executed, acknowledged and filed with the Secretary of State of the State of Delaware as provided in Section 264 of the DGCL and Section 18-209 of the LLC Act, and make any other filings, recordings or publications required to be made by the Surviving Corporation or Merger Sub 2 under the DGCL or LLC Act. The Second Merger shall become effective at the time when the Certificate of Second 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 Surviving Corporation and Parent in writing and specified in the Certificate of Second Merger (the “Second Merger Effective Time”). At the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving Company.

Effective Times. (a) At or promptly following the Closing on On the Closing Date, the Company and Parent will Parties shall cause (a) a Certificate certificate of merger with respect to the First Merger (the “First Certificate of First Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware DSOS as provided in Section 251 of under the DGCL, DGCL and make any other filings, recordings or publications required to be made by the Company or Merger Sub 1 Purchaser under the DGCL. The First Merger shall become effective at the time when the Certificate of First Merger has been duly filed DGCL in connection with the Secretary First Merger, which shall be as soon as practicable after the Acceptance Time and (b) a certificate of State of merger with respect to 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 First Second Merger (the “Effective Time”). (b) Immediately following the Effective Time, the Surviving Corporation and Parent will cause a Second Certificate of Merger (the “Certificate of Second Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware DSOS as provided in Section 264 of under the DGCL and Section 18-209 of the LLC Act, DLLCA and make any other filings, recordings or publications required to be made by the First Surviving Corporation or Merger Sub 2 under the DGCL and the DLLCA in connection with the Second Merger. The First Merger shall become effective at such time as the First Certificate of Merger is duly filed with the DSOS or LLC Acton such other date and time as shall be agreed to by the Company and Parent and specified in the First Certificate of Merger, which shall be as soon as is practicable after the Acceptance Time (such date and time being hereinafter referred to as the “First Effective Time”). The Second Merger shall become effective at such time as the time when the Second Certificate of Second Merger has been is duly filed with the Secretary of State of the State of Delaware, DSOS or at on such later other date or and time as may shall be agreed to by the Surviving Corporation Company and Parent in writing and specified in the Second Certificate of Second Merger (such date and time being hereinafter referred to as the “Second Merger Effective Time”). At The First Effective Time shall, in all events, precede the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving CompanyTime.

Effective Times. (a) At or promptly following the Closing As soon as practicable on the Closing Date, the Company and Parent will Parties shall cause (a) a Certificate certificate of merger with respect to the First Merger (the “First Certificate of First Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware (the “Delaware Secretary”) as provided in Section 251 of under the DGCL, DGCL and make any other filings, recordings or publications required to be made by the Company or Merger Sub 1 Purchaser under the DGCL. The DGCL in connection with the First Merger shall become effective at Merger, and (b) following the time when filing of the First Certificate of First Merger has been duly filed Merger, a certificate of merger with respect to 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 First Second Merger (the “Effective TimeSecond Certificate of Merger”, and together with the First Certificate of Merger, the “Certificates of Merger”). (b) Immediately following the Effective Time, the Surviving Corporation and Parent will cause a Certificate of Merger (the “Certificate of Second Merger”) to be duly executed, acknowledged executed and filed with the Delaware Secretary of State of the State of Delaware as provided in Section 264 of under the DGCL and Section 18-209 of the LLC Act, DLLCA and make any other filings, recordings or publications required to be made by the First Surviving Corporation or Merger Sub 2 under the DGCL and the DLLCA in connection with the Second Merger. The First Merger shall become effective at such time as the First Certificate of Merger is duly filed with the Delaware Secretary or LLC Acton such later date and time as shall be agreed to by the Company and Parent and specified in the First Certificate of Merger (which, if the Acceptance Time occurs, shall be as soon as is practicable thereafter) (such date and time being hereinafter referred to as the “First Effective Time”). The Second Merger shall become effective at such time as the time when the Second Certificate of Second Merger has been is duly filed with the Delaware Secretary of State of the State of Delaware, or at on such later date or and time as may shall be agreed to by the Surviving Corporation Company and Parent in writing and specified in the Second Certificate of Second Merger (such date and time being hereinafter referred to as the “Second Merger Effective Time”). At The First Effective Time shall, in all events, precede the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving CompanyTime.

Effective Times. (a) At or promptly following Subject to the Closing provisions of this Agreement, Chart and First Merger Sub shall as soon as practicable on the Closing Date, the Company and Parent will cause a Certificate of Merger (the “Certificate of First Merger”) to be duly executed, acknowledged and filed file with the Secretary of State of the State of Delaware as provided (the “Secretary of State”) the certificate of merger (the “First Certificate of Merger”) setting forth the plan of merger in Section 251 respect of the DGCLFirst Merger (the “First Plan of Merger”) and otherwise in such form as is required by, and executed and acknowledged in accordance with, the relevant provisions of the DGCL and make any all other filings, recordings or publications required to be made by the Company or Merger Sub 1 under the DGCLDGCL in connection with the First Merger. The First Merger shall become effective at such time as the time when the First Certificate of First Merger has been is 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 Chart and Parent in writing Flowserve shall agree and specified specify in the First Certificate of First Merger (the time the First Merger becomes effective being the “First Effective Time”). (b) Immediately following the First Effective Time, subject to the provisions of this Agreement, the Initial Surviving Corporation Company and Parent will cause a Certificate of Second Merger Sub shall (the “Certificate of Second Merger”i) to be duly executed, acknowledged and filed file with the Secretary of State the certificate of merger (the “Second Certificate of Merger”) setting forth the plan of merger in respect of the State Second Merger (the “Second Plan of Delaware Merger”) and otherwise in such form as provided is required by, and executed and acknowledged in Section 264 accordance with, the relevant provisions of the DGCL and Section 18-209 of DLLCA and (ii) as soon as practicable on or after the LLC ActClosing Date, and make any all other filings, recordings or publications required to be made under the DGCL, the DLLCA or by the Surviving Corporation or Merger Sub 2 under Secretary of State in connection with the DGCL or LLC ActSecond Merger. The Second Merger shall become effective at such time as the time when the Second Certificate of Second Merger has been is 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 Surviving Corporation Chart and Parent in writing Flowserve shall agree and specified specify in the Second Certificate of Second Merger (the time the Second Merger becomes effective being the “Second Merger Effective Time”). At the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving Company.

Effective Times. (a) At or promptly following the Closing on On the Closing Date, the Company and Parent will Parties shall cause (a) a Certificate certificate of merger with respect to the First Merger (the “Certificate First Certificates of First Merger”) to be duly executed, acknowledged executed and filed with the Delaware Secretary of State (“DSOS”) and the Kansas Secretary of the State of Delaware (“KSOS”) as provided in Section 251 of under the DGCLDGCL and the KRLLCA, respectively, and make any other filings, recordings or publications required to be made by the Company or Merger Sub 1 Purchaser under the DGCL. The First Merger shall become effective at DGCL and the time when the Certificate of First Merger has been duly filed KRLLCA, as applicable, in connection with the Secretary First Merger, which shall be as soon as practicable after the Acceptance Time; and then (b) a certificate of State of merger with respect to 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 First Second Merger (the “Effective Time”). (b) Immediately following Second Certificates of Merger” and, together with the Effective TimeFirst Certificates of Merger, the Surviving Corporation and Parent will cause a Certificate “Certificates of Merger (the “Certificate of Second Merger”, the form of which is attached hereto as Exhibit A) to be duly executed, acknowledged executed and filed with the Secretary of State of DSOS and the State of Delaware KSOS as provided in Section 264 of under the DGCL DLLCA and Section 18-209 of the LLC Act, KRLLCA and make any other filings, recordings or publications required to be made by the First Surviving Corporation Company or Merger Sub 2 under the KRLLCA and the DGCL in connection with the Second Merger, as applicable. The First Merger shall become effective at such time as the First Certificates of Merger are duly filed with the DSOS and the KSOS, as applicable, or LLC Acton such other date and time as shall be agreed to by the Company and Parent and specified in the First Certificates of Merger, which shall be as soon as is practicable after the Acceptance Time (such date and time being hereinafter referred to as the “First Effective Time”). The Second Merger shall become effective at such time as the time when the Certificate Second Certificates of Second Merger has been are duly filed with the Secretary of State of DSOS and the State of DelawareKSOS, as applicable, or at on such later other date or and time as may shall be agreed to by the First Surviving Corporation Company and Parent in writing and specified in the Certificate Second Certificates of Second Merger (such date and time being hereinafter referred to as the “Second Merger Effective Time”). At The First Effective Time shall, in all events, precede the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving CompanyTime.

Effective Times. (a) At or promptly following the Closing on On the Closing Date, the Company and Parent will Parties shall cause (a) a Certificate certificate of merger with respect to the First Merger (the “First Certificate of First Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware DSOS as provided in Section 251 of under the DGCL, DGCL and the DLLCA and make any other filings, recordings or publications required to be made by the Company or Merger Sub 1 under the DGCL. The DGCL and the DLLCA in connection with the First Merger shall become effective at and (b) a certificate of merger with respect to the time when the Certificate of First 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 First Second Merger (the “Effective Time”). (b) Immediately following the Effective Time, the Surviving Corporation and Parent will cause a Second Certificate of Merger (the “Certificate of Second Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware DSOS as provided in Section 264 of under the DGCL and Section 18-209 of the LLC Act, DLLCA and make any other filings, recordings or publications required to be made by the First Surviving Corporation or Merger Sub 2 under the DGCL and the DLLCA in connection with the Second Merger. The First Merger shall become effective at such time as the First Certificate of Merger is duly filed with the DSOS or LLC Acton such other date and time as shall be agreed to by the Company and Parent and specified in the First Certificate of Merger (such date and time being hereinafter referred to as the “First Effective Time”). The Second Merger shall become effective at such time as the time when the Second Certificate of Second Merger has been is duly filed with the Secretary of State of the State of Delaware, DSOS or at on such later other date or and time as may shall be agreed to by the Surviving Corporation Company and Parent in writing and specified in the Second Certificate of Second Merger (such date and time being hereinafter referred to as the “Second Merger Effective Time”). At The First Effective Time shall, in all events, precede the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving CompanyTime.

Effective Times. (a) At or promptly following Prior to the Closing Closing, the parties will have prepared, and on the Closing Date, the Company and Parent parties will cause (a) a Certificate certificate of merger with respect to the First Merger (the “First Certificate of First Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware as provided in Section 251 of under the DGCL, DGCL and make any all other filings, recordings or and publications required to be made by the Company or Merger Sub 1 under the DGCL. The DGCL in connection with the First Merger shall become effective at and (b) immediately following the time when First Effective Time, a certificate of merger with respect to the Certificate of First 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 First Second Merger (the “Effective Time”). (b) Immediately following the Effective Time, the Surviving Corporation and Parent will cause a Second Certificate of Merger (the “Certificate of Second Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware as provided in Section 264 of under the DGCL and Section 18-209 of the LLC Act, and make any all other filings, recordings or and publications required to be made by the First Surviving Corporation or Merger Successor Sub 2 under the DGCL or LLC Actin connection with the Second Merger. The Second First Merger shall will become effective at such time as the time when the First Certificate of Second Merger has been is duly filed with the Secretary of State of the State of Delaware, Delaware or at on such later date or and time as may be agreed upon by the Surviving Corporation Company and Parent in writing and specified expressly set forth in the First Certificate of Second Merger (such date and time being hereinafter referred to as the “Second Merger First Effective Time”). At The Second Merger will become effective at such time as the Second Certificate of Merger is duly filed with the Secretary of State of the State of Delaware or on such later date and time as may be agreed upon by the Company and Parent and expressly set forth in the Second Certificate of Merger (such date and time being hereinafter referred to as the “Second Effective Time”). The First Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to will, in all events, precede the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving CompanyTime.

Effective Times. (a) At or promptly following the Closing As soon as practicable on the Closing Date, (a) the Company and Parent will Parties shall cause a Certificate certificate of merger with respect to the First Merger (the “First Certificate of First Merger”) to be duly executed, acknowledged executed and filed with the Secretary of State of the State of Delaware (the “Delaware Secretary”) as provided in Section 251 of under the DGCL, DGCL and make any other filings, recordings or publications required to be made by the Company or Purchaser under the DGCL in connection with the First Merger, and (b) immediately following, or contemporaneously with, the filing of the First Certificate of Merger, Merger Sub 1 under 2 shall cause a certificate of ownership and merger with respect to the DGCL. The First Merger shall become effective at the time when the Certificate of First 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 First Second Merger (the “Effective TimeSecond Certificate of Merger”). (b) Immediately following , and together with the Effective TimeFirst Certificate of Merger, the Surviving Corporation and Parent will cause a Certificate “Certificates of Merger (the “Certificate of Second Merger”) to be duly executed, acknowledged executed and filed with the Delaware Secretary of State of the State of Delaware as provided in Section 264 of under the DGCL and Section 18-209 of the LLC Act, DLLCA and make any other filings, recordings or publications required to be made by the First Surviving Corporation or Merger Sub 2 under the DGCL and the DLLCA in connection with the Second Merger. The First Merger shall become effective at such time as the First Certificate of Merger is duly filed with the Delaware Secretary or LLC Acton such later date and time as shall be agreed to by the Company and Parent and specified in the First Certificate of Merger (such date and time being hereinafter referred to as the “First Effective Time”). The Second Merger shall become effective at such time as the time when the Second Certificate of Second Merger has been is duly filed with the Delaware Secretary of State of the State of Delaware, or at on such later date or and time as may shall be agreed to by the Surviving Corporation Company and Parent in writing and specified in the Second Certificate of Second Merger (such date and time being hereinafter referred to as the “Second Merger Effective Time”). At The First Effective Time shall, in all events, precede the Second Merger Effective Time (i) each share of the Surviving Corporation common stock outstanding immediately prior to the Second Merger Effective Time shall be cancelled, and no consideration shall be paid with respect thereto, and (ii) the limited liability company interests of Merger Sub 2 outstanding immediately prior to the Second Merger Effective Time shall remain outstanding and shall constitute the only outstanding limited liability company interests of the Surviving CompanyTime.