Common use of Merger Proposal Clause in Contracts

Merger Proposal. (a) As promptly as practicable (i) the Company and Acquisition Subsidiary shall cause a merger proposal (in the Hebrew language) (the “Merger Proposal”) to be executed in accordance with Section 316 of the Israeli Companies Law, (ii) each of the Company and Acquisition Subsidiary shall convene a shareholders meeting (the “Company General Meeting” and “Acquisition Subsidiary General Meeting”), and (iii) each of the Company and Acquisition Subsidiary shall deliver the Merger Proposal to the Companies Registrar. The Company and Acquisition Subsidiary shall cause a copy of the Merger Proposal to be delivered to each of their secured creditors, if any, no later than three days after the date on which the Merger Proposal is delivered to the Companies Registrar and shall promptly inform their non-secured creditors of the Merger Proposal and its contents in accordance with Section 318 of the Israeli Companies Law and the regulations promulgated thereunder. Promptly after the Company and Acquisition Subsidiary shall have complied with the preceding sentence but in any event no more than three days following the date on which such notice was sent to the creditors, the Company and Acquisition Subsidiary shall inform the Companies Registrar, in accordance with Section 317(b) of the Companies Law, that notice was given to their creditors under Section 318 of the Israeli Companies Law and the regulations promulgated thereunder.

Merger Proposal. Immediately after the execution and delivery of this Agreement, (a) As promptly as practicable (i) the Company OptiSystems and Acquisition Subsidiary Merger Sub shall cause a merger proposal (in the Hebrew language) in the form of Exhibit A (the “"Merger Proposal”") to be executed in accordance with Section 316 of the Israeli Companies Law, (iib) each of OptiSystems shall call the Company and Acquisition Subsidiary shall convene a shareholders meeting OptiSystems General Meeting (the “Company General Meeting” and “Acquisition Subsidiary General Meeting”as hereinafter defined), and (iiic) each of the Company and Acquisition Subsidiary OptiSystems shall deliver the Merger Proposal to the Companies Registrar. The Company OptiSystems and Acquisition Subsidiary Merger Sub shall cause a copy of the Merger Proposal to be delivered to each of their secured creditors, if any, no later than three days after the date on which the Merger Proposal is delivered to the Companies Registrar Registrar, and shall promptly inform their non-secured creditors of the Merger Proposal and its contents in accordance with Section 318 of the Israeli Companies Law and the regulations promulgated thereunder. Promptly after the Company OptiSystems and Acquisition Subsidiary Merger Sub shall have complied with the preceding sentence but in any event no more than three days following the date on which such notice was sent to the creditorssentence, the Company OptiSystems and Acquisition Subsidiary Merger Sub shall inform the Companies Registrar, in accordance with Section 317(b) of the Companies Law, that notice was given to their creditors under Section 318 of the Israeli Companies Law and the regulations promulgated thereunder.

Merger Proposal. (a) As promptly as practicable after the execution and delivery of this Agreement, (ia) the Company Unity Wireless, NewCo and Acquisition Subsidiary Avantry shall cause a merger proposal (in the Hebrew language) in the form attached hereto as Schedule 6(a) (the “Merger Proposal”) to be executed in accordance with Section 316 of the Israeli Companies Law, (iib) each of the Company NewCo and Acquisition Subsidiary Avantry shall convene call a shareholders meeting (the “Company General Meeting” and “Acquisition Subsidiary General Meeting”), and (iiic) each of the Company NewCo and Acquisition Subsidiary Avantry shall deliver the Merger Proposal to the Registrar of Companies Registrarwithin three days following the calling of their respective shareholders' meetings. The Company NewCo and Acquisition Subsidiary Avantry shall cause a copy of the Merger Proposal to be delivered to each of their secured creditors, if any, no later than three days after the date on which the Merger Proposal is delivered to the Registrar of Companies Registrar and shall promptly inform their non-non secured creditors of the Merger Proposal and its contents in accordance with Section 318 of the Israeli Companies Law and the regulations promulgated thereunder, as further provided below. Promptly after the Company Avantry and Acquisition Subsidiary NewCo shall have complied with the preceding sentence and with subsections (i) and (ii) below, but in any event no more than three days following the date on which such notice was sent to the creditors, the Company Avantry and Acquisition Subsidiary NewCo shall inform the Companies RegistrarRegistrar of Companies, in accordance with Section 317(b) of the Companies Law, that notice was given to their creditors under Section 318 of the Israeli Companies Law and the regulations promulgated thereunder.. Each of Avantry and NewCo shall:

Merger Proposal. (a) As promptly Subject to the ICL and the regulations promulgated thereunder, as soon as practicable following the date of this Agreement: (i) each of the Company and Acquisition Subsidiary Merger Sub shall cause a merger proposal (in the Hebrew language) substantially in the form attached as Exhibit A hereto (the each, a “Merger Proposal”) to be executed in accordance with Section 316 of the Israeli Companies Law, ICL; (ii) each of the Company and Acquisition Subsidiary shall convene a shareholders meeting (call the “Company General Meeting” and “Acquisition Subsidiary General Meeting”)Shareholders Meeting as further set forth in ‎Section 6.01, it being understood that the sole shareholder of Merger Sub has approved the Merger contemporaneously with the execution of this Agreement, and (iii) each of the Company and Acquisition Subsidiary Merger Sub shall deliver the Merger Proposal to the Companies RegistrarRegistrar in accordance with the provisions of Section 317(a) of the ICL. The Each of the Company and Acquisition Subsidiary Merger Sub shall cause a copy of the its Merger Proposal to be delivered to each of their its secured creditors, if any, no later than three days after the date on which the Merger Proposal is delivered to the Companies Registrar and shall promptly inform their its respective non-secured creditors creditors, if any, of the its Merger Proposal and its contents in accordance with Section 318 of the Israeli Companies Law and the regulations promulgated thereunder. Promptly after the Company and Acquisition Subsidiary shall have complied with the preceding sentence but in any event no more than three days following the date on which such notice was sent to the creditors, the Company and Acquisition Subsidiary shall inform the Companies Registrar, in accordance with Section 317(b) of the Companies Law, that notice was given to their creditors under Section 318 of the Israeli Companies Law ICL and the regulations promulgated thereunder.

Merger Proposal. (a) As promptly Subject to the ICL and the regulations promulgated thereunder, as soon as practicable following the date of this Agreement: (i) each of the Company and Acquisition Subsidiary Merger Sub shall cause a merger proposal (in the Hebrew language) substantially in the form attached as Exhibit A hereto (the each, a “Merger Proposal”) to be executed in accordance with Section 316 of the Israeli Companies Law, ICL; (ii) each of the Company and Acquisition Subsidiary shall convene a shareholders meeting (call the “Company General Meeting” and “Acquisition Subsidiary General Meeting”)Shareholders Meeting as further set forth in Section 6.01, it being understood that the sole shareholder of Merger Sub has approved the Merger contemporaneously with the execution of this Agreement, and (iii) each of the Company and Acquisition Subsidiary Merger Sub shall deliver the Merger Proposal to the Companies RegistrarRegistrar in accordance with the provisions of Section 317(a) of the ICL. The Each of the Company and Acquisition Subsidiary Merger Sub shall cause a copy of the its Merger Proposal to be delivered to each of their its secured creditors, if any, no later than three days after the date on which the Merger Proposal is delivered to the Companies Registrar and shall promptly inform their its respective non-secured creditors creditors, if any, of the its Merger Proposal and its contents in accordance with Section 318 of the Israeli Companies Law and the regulations promulgated thereunder. Promptly after the Company and Acquisition Subsidiary shall have complied with the preceding sentence but in any event no more than three days following the date on which such notice was sent to the creditors, the Company and Acquisition Subsidiary shall inform the Companies Registrar, in accordance with Section 317(b) of the Companies Law, that notice was given to their creditors under Section 318 of the Israeli Companies Law ICL and the regulations promulgated thereunder.

Merger Proposal. (a) As promptly as practicable (i) the Company and Acquisition Subsidiary shall cause a merger proposal (in the Hebrew language) (the “Merger Proposal”) to be executed in accordance with Section 316 of the Israeli Companies Law, (ii) each of the Company and Acquisition Subsidiary shall convene a shareholders shareholders’ meeting (the “Company General Meeting” and “Acquisition Subsidiary General Meeting”), and (iii) each of the Company and Acquisition Subsidiary shall deliver the Merger Proposal to the Companies Registrar. The Company and Acquisition Subsidiary shall cause a copy of the Merger Proposal to be delivered to each of their secured creditors, if any, no later than three days after the date on which the Merger Proposal is delivered to the Companies Registrar and shall promptly inform their non-secured creditors of the Merger Proposal and its contents in accordance with Section 318 of the Israeli Companies Law and the regulations promulgated thereunder. Promptly after the Company and Acquisition Subsidiary shall have complied with the preceding sentence but in any event no more than three days following the date on which such notice was sent to the creditors, the Company and Acquisition Subsidiary shall inform the Companies Registrar, in accordance with Section 317(b) of the Companies Law, that notice was given to their creditors under Section 318 of the Israeli Companies Law and the regulations promulgated thereunder.