Common use of Merger Sub Common Stock Clause in Contracts

Merger Sub Common Stock. Each issued and outstanding share ----------------------- of Merger Sub common stock at the Effective Time shall be converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of the Surviving Corporation.

Merger Sub Common Stock. Each The shares of Merger Sub Common Stock issued and outstanding share ----------------------- of Merger Sub common stock at immediately prior to the Effective Time shall be converted will convert into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which will thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation will be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. Each issued and outstanding share ----------------------- of Merger Sub common stock at the Effective Time shall be converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of the Surviving Corporation.

Merger Sub Common Stock. Each share of Merger Sub Common Stock issued and outstanding share ----------------------- of Merger Sub common stock immediately prior to the Effective Time shall, at the Effective Time shall Time, be canceled and extinguished and converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of the Surviving Corporation.

Merger Sub Common Stock. Each share of Merger Sub Common Stock issued and outstanding share ----------------------- of Merger Sub common stock at immediately prior to the Effective Time shall be converted into one (1) share of common stock, par value $0.00001 per share, of the Surviving Corporation (“Surviving Corporation Common Stock”), and as such shall continue to be owned by Holdings and thereafter represent one all of the then validly issued, fully paid paid, and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of Surviving Corporation Common Stock. As a result, Holdings shall hold 9,000,000 shares of Surviving Corporation Common Stock immediately following the Surviving CorporationEffective Time.

Merger Sub Common Stock. Each share of capital stock of Merger Sub issued and outstanding share ----------------------- of Merger Sub common stock at immediately prior to the Effective Time as a result of the Merger shall be automatically converted into one newly and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving CorporationCorporation so that, which after the Effective Time, Parent shall then constitute be the holder of all of the issued and outstanding shares of the Surviving Corporation’s common stock.

Merger Sub Common Stock. Each issued and outstanding share ----------------------- of common stock of Merger Sub common stock at outstanding immediately prior to the Effective Time shall be converted into into, be exchanged for and shall thereafter represent one become 1,000,000 validly issued, fully paid and nonassessable share shares of common stock of the Surviving Corporation. From and after the Effective Time, which all certificates representing the common stock of Merger Sub shall then constitute be deemed for all purposes to represent the number of the issued and outstanding shares of common stock of the Surviving CorporationCorporation into which they were converted in accordance with the immediately preceding sentence.

Merger Sub Common Stock. Each issued and outstanding share ----------------------- of Merger Sub common stock at the Effective Time shall be converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all All of the issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time will be converted into and become one hundred (100) fully paid and nonassessable shares of common stock of the Surviving Corporation and such fully paid and non-assessable shares of common stock will constitute the entire issued and outstanding stock of the Surviving Corporation.

Merger Sub Common Stock. Each All of the shares of Merger Sub Common Stock issued and outstanding share ----------------------- of immediately prior to the Merger Sub common stock at the Effective Time shall be automatically converted into and shall thereafter represent one validly issued, fully paid and nonassessable share an equal number of shares of common stock of the Surviving CorporationCompany, which with the same rights, powers and privileges as the shares so converted and shall then constitute all of the issued and only outstanding shares of capital stock of the Surviving CorporationCompany.

Merger Sub Common Stock. Each issued and outstanding share ----------------------- of common stock of Merger Sub common stock at outstanding immediately prior to the Effective Time shall be converted into and shall thereafter represent become one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of the Surviving Corporation.

Merger Sub Common Stock. Each issued and outstanding share ----------------------- of common stock of Merger Sub common stock at outstanding immediately prior to the Effective Time shall be converted into into, be exchanged for and shall thereafter represent become one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation. From and after the Effective Time, which all certificates representing the common stock of Merger Sub shall then constitute be deemed for all purposes to represent the number of the issued and outstanding shares of common stock of the Surviving CorporationCorporation into which they were converted in accordance with the immediately preceding sentence.

Merger Sub Common Stock. Each The shares of Merger Sub Common Stock issued and outstanding share ----------------------- of Merger Sub common stock at immediately prior to the Effective Time shall be automatically changed and converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which shall thereupon be issued and outstanding and fully-paid and non-assessable, with the effect that the number of issued and outstanding shares of Common Stock of the Surviving Corporation shall be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.

Merger Sub Common Stock. Each The shares of common stock of Merger Sub, without par value (“Merger Sub Common Stock”), issued and outstanding share ----------------------- of Merger Sub common stock at immediately prior to the Effective Time shall be automatically changed and converted into and shall thereafter represent one validly issued, fully paid and nonassessable share of common stock of the Surviving Corporation, which shall then constitute all of the issued and outstanding shares of Common Stock of the Surviving Corporation, which shall thereupon be issued and fully paid and nonassessable, with the effect that the number of issued and outstanding shares of common stock of the Surviving Corporation shall be the same as the number of issued and outstanding shares of Merger Sub Common Stock immediately prior to the Effective Time.